EX-1 2 0002.txt 2000-RZ2 POOLING & SERVICING AGREEMENT EXHIBITS RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC., Depositor, RESIDENTIAL FUNDING CORPORATION, Master Servicer, and THE CHASE MANHATTAN BANK Trustee POOLING AND SERVICING AGREEMENT Dated as of November 1, 2000 Mortgage Asset-Backed Pass-Through Certificates Series 2000-RZ2
TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.01. Definitions...................................................-3- Accrued Certificate Interest.........................................-3- Adjusted Mortgage Rate...............................................-4- Advance..............................................................-4- Affiliate............................................................-4- Agreement............................................................-4- Amount Held for Future Distribution..................................-4- Appraised Value......................................................-4- Assignment...........................................................-4- Assignment Agreement.................................................-4- Available Distribution Amount........................................-5- Bankruptcy Amount....................................................-5- Bankruptcy Code......................................................-5- Bankruptcy Loss......................................................-5- Book-Entry Certificate...............................................-5- Business Day.........................................................-5- Cash Liquidation.....................................................-6- Certificate..........................................................-6- Certificate Account..................................................-6- Certificate Account Deposit Date.....................................-6- Certificateholder or Holder..........................................-6- Certificate Owner....................................................-6- Certificate Principal Balance........................................-6- Certificate Register and Certificate Registrar.......................-7- Class ..............................................................-7- Class A Certificates.................................................-7- Class A Interest Distribution Amount.................................-7- Class A Principal Distribution Amount................................-7- Class A-1 Certificate................................................-7- Class A-2 Certificate................................................-8- Class A-3 Certificate................................................-8- Class A-4 Certificate................................................-8- Class A-5 Certificate................................................-8- Class M Certificates.................................................-8- Class M-1 Certificate................................................-8- Class M-1 Interest Distribution Amount...............................-8- Class M-1 Principal Distribution Amount..............................-8- Class M-2 Certificate................................................-9- (i) Class M-2 Interest Distribution Amount...............................-9- Class M-2 Principal Distribution Amount..............................-9- Class M-3 Certificate...............................................-10- Class M-3 Interest Distribution Amount..............................-10- Class M-3 Principal Distribution Amount.............................-10- Class R Certificate.................................................-10- Class R-I Certificate...............................................-11- Class R-II Certificate..............................................-11- Class SB Certificate................................................-11- Closing Date........................................................-11- Code .............................................................-11- Compensating Interest...............................................-11- Corporate Trust Office..............................................-11- Curtailment.........................................................-11- Custodial Account...................................................-11- Custodial Agreement.................................................-12- Custodian...........................................................-12- Cut-off Date........................................................-12- Cut-off Date Balance................................................-12- Cut-off Date Principal Balance......................................-12- Debt Service Reduction..............................................-12- Deficient Valuation.................................................-12- Definitive Certificate..............................................-12- Deleted Mortgage Loan...............................................-12- Delinquent..........................................................-12- Depository..........................................................-13- Depository Participant..............................................-13- Destroyed Mortgage Note.............................................-13- Determination Date..................................................-13- Disqualified Organization...........................................-13- Distribution Date...................................................-13- Diverted Excess Spread..............................................-13- Due Date............................................................-14- Due Period..........................................................-14- Eligible Account....................................................-14- ERISA .............................................................-14- Event of Default....................................................-14- Excess Bankruptcy Loss..............................................-14- Excess Cash Flow....................................................-14- Excess Fraud Loss...................................................-15- Excess Loss.........................................................-15- Excess Overcollateralization Amount.................................-15- Excess Special Hazard Loss..........................................-15- Extraordinary Events................................................-15- Extraordinary Losses................................................-16- Fannie Mae..........................................................-16- (ii) FASIT .............................................................-16- FDIC .............................................................-16- FHA .............................................................-16- Final Distribution Date.............................................-16- Fitch .............................................................-16- Foreclosure Profits.................................................-16- Fraud Loss Amount...................................................-16- Fraud Losses........................................................-17- Freddie Mac.........................................................-17- HomeComings.........................................................-17- Independent.........................................................-17- Initial Certificate Principal Balance...............................-17- Insurance Proceeds..................................................-17- Interest Accrual Period.............................................-18- Interest Distribution Amount........................................-18- Late Collections....................................................-18- LIBOR .............................................................-18- LIBOR Business Day..................................................-18- LIBOR Rate Adjustment Date..........................................-18- Liquidation Proceeds................................................-18- Loan-to-Value Ratio.................................................-18- Marker Rate.........................................................-18- Maturity Date.......................................................-19- MERS .............................................................-19- MERS(R)System........................................................-19- MIN .............................................................-19- Modified Mortgage Loan..............................................-19- Modified Net Mortgage Rate..........................................-19- MOM Loan............................................................-20- Monthly Payment.....................................................-20- Moody's.............................................................-20- Mortgage............................................................-20- Mortgage File.......................................................-20- Mortgage Loans......................................................-20- Mortgage Loan Schedule..............................................-20- Mortgage Note.......................................................-21- Mortgage Rate.......................................................-21- Mortgaged Property..................................................-21- Mortgagor...........................................................-21- Net Mortgage Rate...................................................-21- Non-Primary Residence Loans.........................................-22- Non-United States Person............................................-22- Nonrecoverable Advance..............................................-22- Nonsubserviced Mortgage Loan........................................-22- Notice .............................................................-22- Officers' Certificate...............................................-22- (iii) Opinion of Counsel..................................................-22- Optional Termination Date...........................................-22- Outstanding Mortgage Loan...........................................-22- Overcollateralization Amount........................................-22- Overcollateralization Increase Amount...............................-23- Overcollateralization Reduction Amount..............................-23- Ownership Interest..................................................-23- Pass-Through Rate...................................................-23- Paying Agent........................................................-25- Percentage Interest.................................................-25- Permitted Investments...............................................-25- Permitted Transferee................................................-26- Person .............................................................-26- Pool Stated Principal Balance.......................................-27- Prepayment Assumption...............................................-27- Prepayment Interest Shortfall.......................................-27- Prepayment Period...................................................-27- Primary Insurance Policy............................................-27- Principal Distribution Amount.......................................-27- Principal Prepayment................................................-28- Principal Prepayment in Full........................................-28- Principal Remittance Amount.........................................-28- Program Guide.......................................................-28- Purchase Price......................................................-28- Qualified Substitute Mortgage Loan..................................-29- Rating Agency.......................................................-29- Realized Loss.......................................................-29- Record Date.........................................................-30- Regular Interest....................................................-30- Relief Act..........................................................-30- REMIC .............................................................-30- REMIC Administrator.................................................-30- REMIC I.............................................................-30- REMIC I Interest Loss Allocation Amount............................-31- REMIC I Overcollateralized Amount..................................-31- REMIC I Principal Loss Allocation Amount............................-31- REMIC I Regular Interest LT1........................................-31- REMIC I Regular Interest LT2........................................-31- REMIC I Regular Interest LT3........................................-31- REMIC I Regular Interest LT4........................................-31- REMIC I Regular Interest LT5........................................-32- REMIC I Regular Interest LT6........................................-32- REMIC I Regular Interest LT7........................................-32- REMIC I Regular Interest LT8........................................-32- REMIC I Regular Interest LT9........................................-32- REMIC I Regular Interest LT10.......................................-32- (iv) REMIC I Regular Interest LT10 Maximum Interest Deferral Amount ...................................................................-32- REMIC I Required Overcollateralized Amount..........................-33- REMIC Provisions....................................................-33- REO Acquisition.....................................................-33- REO Disposition.....................................................-33- REO Imputed Interest................................................-33- REO Proceeds........................................................-33- REO Property........................................................-34- Repurchase Event....................................................-34- Request for Release.................................................-34- Required Insurance Policy...........................................-34- Required Overcollateralization Amount...............................-34- Residential Funding.................................................-34- Responsible Officer.................................................-34- Servicing Accounts..................................................-34- Servicing Advances..................................................-34- Servicing Fee.......................................................-35- Servicing Fee Rate..................................................-35- Servicing Modification..............................................-35- Servicing Officer...................................................-35- Sixty-Plus Delinquency Percentage...................................-35- Special Hazard Amount...............................................-35- Special Hazard Loss.................................................-36- Standard & Poor's...................................................-36- Startup Date........................................................-36- Stated Principal Balance............................................-36- Stepdown Date.......................................................-37- Subordination.......................................................-37- Subserviced Mortgage Loan...........................................-37- Subservicer.........................................................-37- Subservicer Advance.................................................-37- Subservicing Account................................................-37- Subservicing Agreement..............................................-37- Subservicing Fee....................................................-37- Tax Returns.........................................................-37- Transfer............................................................-38- Transferee..........................................................-38- Transferor..........................................................-38- Trigger Event.......................................................-38- Trust Fund..........................................................-38- Uniform Single Attestation Program for Mortgage Bankers.............-38- Uncertificated Accrued Interest.....................................-38- Uncertificated Pass-Through Rate....................................-39- Uncertificated Principal Balance....................................-39- Uncertificated Regular Interests....................................-40- (v) Uninsured Cause.....................................................-40- United States Person................................................-40- VA .............................................................-40- Voting Rights.......................................................-40- Weighted Average Net Mortgage Rate..................................-40- Weighted Average Actual/360 Net Mortgage Rate.......................-40- Section 1.02. Determination of LIBOR.......................................-41- ARTICLE II CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES Section 2.01. Conveyance of Mortgage Loans.................................-42- Section 2.02. Acceptance by Trustee........................................-45- Section 2.03. Representations, Warranties and Covenants of the Master Servicer and the Depositor .......................................-46- Section 2.04. Representations and Warranties of Residential Funding........-49- Section 2.05. Execution and Authentication of Certificates.................-51- ARTICLE III ADMINISTRATION AND SERVICING OF MORTGAGE LOANS Section 3.01. Master Servicer to Act as Servicer...........................-52- Section 3.02. Subservicing Agreements Between Master Servicer and Subservicers; Enforcement of Subservicers' Obligations; Special Servicing.............. ..................................-53- Section 3.03. Successor Subservicers.......................................-54- Section 3.04. Liability of the Master Servicer.............................-55- Section 3.05. No Contractual Relationship Between Subservicer and Trustee or Certificateholders ............................................-55- Section 3.06. Assumption or Termination of Subservicing Agreements by Trustee ..........................................................-55- Section 3.07. Collection of Certain Mortgage Loan Payments; Deposits to Custodial Account.................................................-56- Section 3.08. Subservicing Accounts; Servicing Accounts....................-58- Section 3.09. Access to Certain Documentation and Information Regarding the Mortgage Loans...............................................-59- Section 3.10. Permitted Withdrawals from the Custodial Account.............-60- Section 3.11. Maintenance of Primary Insurance Coverage....................-62- Section 3.12. Maintenance of Fire Insurance and Omissions and Fidelity Coverage .................................................-62- Section 3.13. Enforcement of Due-on-Sale Clauses; Assumption and Modification Agreements;Certain Assignments...............-64- Section 3.14. Realization Upon Defaulted Mortgage Loans....................-66- Section 3.15. Trustee to Cooperate; Release of Mortgage Files..............-68- Section 3.16. Servicing and Other Compensation; Compensating Interest......-69- (vi) Section 3.17. Reports to the Trustee and the Depositor.....................-71- Section 3.18. Annual Statement as to Compliance............................-71- Section 3.19. Annual Independent Public Accountants' Servicing Report......-71- Section 3.20. Right of the Depositor in Respect of the Master Servicer.....-72- ARTICLE IV PAYMENTS TO CERTIFICATEHOLDERS Section 4.01. Certificate Account..........................................-73- Section 4.02. Distributions................................................-73- Section 4.03. Statements to Certificateholders.............................-78- Section 4.04. Distribution of Reports to the Trustee and the Depositor; Advances by the Master Servicer...........................-80- Section 4.05. Allocation of Realized Losses................................-81- Section 4.06. Reports of Foreclosures and Abandonment of Mortgaged Property-82- Section 4.07. Optional Purchase of Defaulted Mortgage Loans................-83- ARTICLE V THE CERTIFICATES Section 5.01. The Certificates.............................................-84- Section 5.02. Registration of Transfer and Exchange of Certificates........-85- Section 5.03. Mutilated, Destroyed, Lost or Stolen Certificates............-91- Section 5.04. Persons Deemed Owners........................................-91- Section 5.05. Appointment of Paying Agent..................................-91- Section 5.06. Optional Purchase of Certificates............................-92- ARTICLE VI THE DEPOSITOR AND THE MASTER SERVICER Section 6.01. Respective Liabilities of the Depositor and the Master Servicer .................................................-94- Section 6.02. Merger or Consolidation of the Depositor or the Master Servicer; Assignment of Rights and Delegation of Duties by Master Servicer.......... .............................-94- Section 6.03. Limitation on Liability of the Depositor, the Master Servicer and Others ...............................................-95- Section 6.04. Depositor and Master Servicer Not to Resign..................-96- ARTICLE VII DEFAULT Section 7.01. Events of Default............................................-97- Section 7.02. Trustee or Depositor to Act; Appointment of Successor........-99- Section 7.03. Notification to Certificateholders..........................-100- (vii) Section 7.04. Waiver of Events of Default.................................-100- ARTICLE VIII CONCERNING THE TRUSTEE Section 8.01. Duties of Trustee...........................................-102- Section 8.02. Certain Matters Affecting the Trustee.......................-103- Section 8.03. Trustee Not Liable for Certificates or Mortgage Loans.......-105- Section 8.04. Trustee May Own Certificates................................-105- Section 8.05. Master Servicer to Pay Trustee's Fees and Expenses; Indemnification .........................................-105- Section 8.06. Eligibility Requirements for Trustee........................-106- Section 8.07. Resignation and Removal of the Trustee......................-107- Section 8.08. Successor Trustee...........................................-108- Section 8.09. Merger or Consolidation of Trustee..........................-108- Section 8.10. Appointment of Co-Trustee or Separate Trustee...............-109- Section 8.11. Appointment of Custodians...................................-110- ARTICLE IX TERMINATION Section 9.01. Termination Upon Purchase by the Master Servicer or Liquidation of All Mortgage Loans........................-111- Section 9.02. Additional Termination Requirements.........................-113- ARTICLE X REMIC PROVISIONS Section 10.01.REMIC Administration........................................-115- Section 10.02.Master Servicer, REMIC Administrator and Trustee Indemnification .........................................-118- ARTICLE XI MISCELLANEOUS PROVISIONS Section 11.01.Amendment...................................................-120- Section 11.02.Recordation of Agreement; Counterparts......................-122- Section 11.03.Limitation on Rights of Certificateholders..................-123- Section 11.04.Governing Law...............................................-124- Section 11.05.Notices.....................................................-124- Section 11.06.Notices to Rating Agencies..................................-124- Section 11.07.Severability of Provisions..................................-125- Section 11.08.Supplemental Provisions for Resecuritization................-125- (viii)
Exhibit A Form of Class A Certificate Exhibit B Form of Class M Certificate Exhibit C Form of Class SB Certificate Exhibit D Form of Class R Certificate Exhibit E Form of Custodial Agreement Exhibit F Mortgage Loan Schedule Exhibit G Forms of Request for Release Exhibit H-1 Form of Transfer Affidavit and Agreement Exhibit H-2 Form of Transferor Certificate Exhibit I Form of Investor Representation Letter Exhibit J Form of Transferor Representation Letter Exhibit K Text of Amendment to Pooling and Servicing Agreement Pursuant to Section 11.01(e) for a Limited Guaranty Exhibit L Form of Limited Guaranty Exhibit M Form of Lender Certification for Assignment of Mortgage Loan Exhibit N Form of Rule 144A Investment Representation Exhibit O Form of ERISA Letter for Class SB Certificates Exhibit P Form of ERISA Letter for Class M Certificates (ix) This Pooling and Servicing Agreement, effective as of November 1, 2000, among RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC., as the depositor (together with its permitted successors and assigns, the "Depositor"), RESIDENTIAL FUNDING CORPORATION, as master servicer (together with its permitted successors and assigns, the "Master Servicer"), and THE CHASE MANHATTAN BANK, a national banking association, as trustee (together with its permitted successors and assigns, the "Trustee"). PRELIMINARY STATEMENT: The Depositor intends to sell mortgage asset-backed pass-through certificates (collectively, the "Certificates"), to be issued hereunder in eleven classes, which in the aggregate will evidence the entire beneficial ownership interest in the Mortgage Loans (as defined herein). REMIC I As provided herein, the REMIC Administrator will make an election to treat the segregated pool of assets consisting of the Mortgage Loans and certain other related assets subject to this Agreement as a real estate mortgage investment conduit (a "REMIC") for federal income tax purposes, and such segregated pool of assets will be designated as "REMIC I." The Class R-I Certificates will represent the sole class of "residual interests" in REMIC I for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the designation, remittance rate (the "REMIC I Remittance Rate") and initial Uncertificated Balance for each of the "regular interests" in REMIC I (the "REMIC I Regular Interests"). The "latest possible maturity date" (determined solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii)) for each REMIC I Regular Interest shall be the 360th Distribution Date. None of the REMIC I Regular Interests will be certificated.
REMIC I Initial Uncertificated Latest Possible Designation Remittance Rate Balance Maturity Date ------------- ------------------------ ---------------------- ---------------------- LT1 Variable(1) $ 171,500,107.40 December 25, 2030 LT2 Variable(1) $ 232,930.00 December 25, 2030 LT3 Variable(1) $ 274,380.00 December 25, 2030 LT4 Variable(1) $ 248,060.00 December 25, 2030 LT5 Variable(1) $ 431,250.00 December 25, 2030 LT6 Variable(1) $ 344,630.00 December 25, 2030 LT7 Variable(1) $ 105,000.00 December 25, 2030 LT8 Variable(1) $ 56,880.00 December 25, 2030 LT9 Variable(1) $ 48,120.00 December 25, 2030 LT10 Variable(1) $ 1,758,752.20 December 25, 2030 ------------------- (1) Calculated as provided in the definition of Uncertificated Pass-Through Rate.
REMIC II As provided herein, the REMIC Administrator will elect to treat the segregated pool of assets consisting of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as REMIC II. The Class R-II Certificates will -1- represent the sole class of "residual interests" in REMIC II for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the designation, Pass- Through Rate, aggregate Initial Certificate Principal Balance, certain features, Maturity Date and initial ratings for each Class of Certificates comprising the interests representing "regular interests" in REMIC II. The "latest possible maturity date" (determined solely for purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii)) for each Class of REMIC II Regular Certificates shall be the 360th Distribution Date.
Pass- Aggregate Initial Through Certificate Princ Features Designation Type Rate Balance ipal Maturity Date Initial Ratings S&P Moody's Class A-1 Senior Adjustable(1)$2) 23,293,000.00 Senior December 25, 2030 AAA Aaa Class A-2 Senior 7.21% $ 27,438,000.00 Senior December 25, 2030 AAA Aaa Class A-3 Senior 7.30% $ 24,806,000.00 Senior December 25, 2030 AAA Aaa Class A-4 Senior 7.61% $ 43,125,000.00 Senior December 25, 2030 AAA Aaa Class A-5 Senior 7.98%(3) $ 34,463,000.00 Senior December 25, 2030 AAA Aaa Class M-1 Senior 8.26%(2)(3) $ 10,500,000.00 Senior December 25, 2030 AA Aa2 Class M-2 Senior 8.50%(2)(3) $ 5,688,000.00 Senior December 25, 2030 A A2 Class M-3 Senior 8.50%(2)(3) $ 4,812,000.00 Senior December 25, 2030 BBB Baa2 Class SB SubordinateAdjustable(4)$ 875,109.65SubordinateDecember 25, 2030 N/R N/R Class R-I Residual N/A N/A Residual December 25, 2030 N/R N/R Class R-II Residual N/A N/A Residual December 25, 2030 N/R N/R
------------------ (1) Calculated in accordance with the definition of "Pass-Through Rate" herein. (2) Subject to a cap equal to the weighted average of the Net Mortgage Rates on the Mortgage Loans. (3) After the first Distribution Date after the first possible Optional Termination Date, the related Pass-Through Rate will increase by a per annum rate equal to 0.50%, subject to a cap equal to the weighted average of the Net Mortgage Rates on the Mortgage Loans. (4) The Class SB Certificates will accrue interest as described in the definition of Accrued Certificate Interest. The Class SB Certificates will not accrue interest on their Certificate Principal Balance. The Mortgage Loans have an aggregate Cut-off Date Principal Balance equal to approximately $175,000,110. The Mortgage Loans are fixed-rate, fully amortizing, first lien mortgage loans having terms to maturity at origination of not more than 30 years. In consideration of the mutual agreements herein contained, the Depositor, the Master Servicer and the Trustee agree as follows: -2- ARTICLE I DEFINITIONS Section 1.01. Definitions. Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the meanings specified in this Article. Accrued Certificate Interest: With respect to each Distribution Date and the Class A Certificates and Class M Certificates, interest accrued during the preceding Interest Accrual Period at the related Pass-Through Rate less interest shortfalls from the Mortgage Loans, if any, allocated thereto for such Distribution Date, on the Certificate Principal Balance thereof immediately prior to such Distribution Date (or in the case of the first Distribution Date, the Cut-off Date). Accrued Certificate Interest on the Class A Certificates and Class M Certificates will be reduced by (i) the interest portion (adjusted to the Net Mortgage Rate (or the Modified Net Mortgage Rate in the case of a Modified Mortgage Loan)) of Excess Losses on the Mortgage Loans to the extent allocated to the related Class A Certificates and Class M Certificates, (ii) the interest portion of Advances previously made with respect to a Mortgage Loan or REO Property which remained unreimbursed following the Cash Liquidation or REO Disposition of such Mortgage Loan or REO Property that were made with respect to delinquencies that were ultimately determined to be Excess Losses, and (iii) any other interest shortfalls on the Mortgage Loans, other than Prepayment Interest Shortfalls, including interest that is not collectible from the Mortgagor for the related Due Period pursuant to the Relief Act or similar legislation or regulations as in effect from time to time, with all such reductions allocated on the Mortgage Loans to the Class A Certificates and Class M Certificates on a pro rata basis in reduction of the Accrued Certificate Interest which would have resulted absent such reductions. In addition to the foregoing, the amount of interest payable to the Class A Certificates and Class M Certificates shall be reduced by the amount of Prepayment Interest Shortfalls to the extent not covered by Compensating Interest pursuant to Section 3.16 allocated thereto pursuant to Section 4.02(e) or covered by payments pursuant to Section 4.02(c)(ix) and (x). With respect to each Distribution Date and the Class SB Certificates, interest accrued during the preceding Interest Accrual Period at the related Pass-Through Rate on the Notional Amount as specified in the definition of Pass-Through Rate, immediately prior to such Distribution Date in each case, reduced by any interest shortfalls with respect to the Mortgage Loans other than Prepayment Interest Shortfalls. In addition, Accrued Certificate Interest with respect to each Distribution Date, as to the Class SB Certificates, shall be reduced by an amount equal to the interest portion of Realized Losses allocated to the Overcollateralization Amount pursuant to Section 4.05 hereof. Accrued Certificate Interest on the Class A Certificates (other than the Class A-1 Certificates), the Class M Certificates and Class SB Certificates shall accrue on the basis of a 360-day year consisting of twelve 30-day months. Accrued Certificate Interest on the Class A-1 Certificates shall accrue on the basis of a 360-day year and the actual number of days in the related Interest Accrual Period. -3- Adjusted Mortgage Rate: With respect to any Mortgage Loan and any date of determination, the Mortgage Rate borne by the related Mortgage Note, less the rate at which the related Subservicing Fee accrues. Advance: As to any Mortgage Loan, any advance made by the Master Servicer, pursuant to Section 4.04. Affiliate: With respect to any Person, any other Person controlling, controlled by or under common control with such first Person. For the purposes of this definition, "control" means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms "controlling" and "controlled" have meanings correlative to the foregoing. Agreement: This Pooling and Servicing Agreement and all amendments hereof and supplements hereto. Amount Held for Future Distribution: As to any Distribution Date, the total of the amounts held in the Custodial Account at the close of business on the preceding Determination Date on account of (i) Liquidation Proceeds, Insurance Proceeds, Principal Prepayments, Mortgage Loan purchases made pursuant to Section 2.02, 2.03, 2.04 or 4.07 and Mortgage Loan substitutions made pursuant to Section 2.03 or 2.04 received or made in the month of such Distribution Date (other than such Liquidation Proceeds, Insurance Proceeds and purchases of Mortgage Loans that the Master Servicer has deemed to have been received in the preceding month in accordance with Section 3.07(b)) and (ii) payments which represent early receipt of scheduled payments of principal and interest due on a date or dates subsequent to the Due Date in the related Due Period. Appraised Value: As to any Mortgaged Property, the appraised value of such Mortgaged Property based upon the appraisal or appraisals (or field review) made at the time of the origination of the related Mortgage Loan. Assignment: An assignment of the Mortgage, notice of transfer or equivalent instrument, in recordable form, sufficient under the laws of the jurisdiction wherein the related Mortgaged Property is located to reflect of record the sale of the Mortgage Loan to the Trustee for the benefit of Certificateholders, which assignment, notice of transfer or equivalent instrument may be in the form of one or more blanket assignments covering Mortgages secured by Mortgaged Properties located in the same county, if permitted by law and accompanied by an Opinion of Counsel to that effect. Assignment Agreement: The Assignment and Assumption Agreement, dated the Closing Date, between Residential Funding and the Depositor relating to the transfer and assignment of the Mortgage Loans. -4- Available Distribution Amount: As to any Distribution Date, an amount equal to (a) the sum of (i) the amount relating to the Mortgage Loans on deposit in the Custodial Account as of the close of business on the immediately preceding Determination Date and amounts deposited in the Custodial Account in connection with the substitution of Qualified Substitute Mortgage Loans, (ii) the amount of any Advance made on the immediately preceding Certificate Account Deposit Date with respect to the Mortgage Loans, (iii) any amount deposited in the Certificate Account on the related Certificate Account Deposit Date pursuant to the second paragraph of Section 3.12(a) in respect of the Mortgage Loans, (iv) any amount that the Master Servicer is not permitted to withdraw from the Custodial Account pursuant to Section 3.16(e) in respect of the Mortgage Loans and (v) any amount deposited in the Certificate Account pursuant to Section 4.07 or 9.01 in respect of the Mortgage Loans, reduced by (b) the sum as of the close of business on the immediately preceding Determination Date of (x) the Amount Held for Future Distribution with respect to the Mortgage Loans, and (y) amounts permitted to be withdrawn by the Master Servicer from the Custodial Account in respect of the Mortgage Loans pursuant to clauses (ii)-(x), inclusive, of Section 3.10(a). Bankruptcy Amount: As of any date of determination, an amount equal to $105,000, less the sum of any amounts allocated through Section 4.05 for Bankruptcy Losses on the Mortgage Loans up to such date of determination. The Bankruptcy Amount may be further reduced by the Master Servicer (including accelerating the manner in which such coverage is reduced) provided that prior to any such reduction, the Master Servicer shall (i) obtain written confirmation from each Rating Agency that such reduction shall not reduce the rating assigned to the Class A Certificates or Class M Certificates by such Rating Agency below the lower of the then-current rating or the rating assigned to such Certificates as of the Closing Date by such Rating Agency, and (ii) provide a copy of such written confirmation to the Trustee. Bankruptcy Code: The Bankruptcy Code of 1978, as amended. Bankruptcy Loss: With respect to any Mortgage Loan, a Deficient Valuation or Debt Service Reduction; provided, however, that neither a Deficient Valuation nor a Debt Service Reduction shall be deemed a Bankruptcy Loss hereunder so long as the Master Servicer has notified the Trustee in writing that the Master Servicer is diligently pursuing any remedies that may exist in connection with the representations and warranties made regarding the related Mortgage Loan and either (A) the related Mortgage Loan is not in default with regard to payments due thereunder or (B) delinquent payments of principal and interest under the related Mortgage Loan and any premiums on any applicable primary hazard insurance policy and any related escrow payments in respect of such Mortgage Loan are being advanced on a current basis by the Master Servicer or a Subservicer, in either case without giving effect to any Debt Service Reduction. Book-Entry Certificate: Any Certificate registered in the name of the Depository or its nominee. Business Day: Any day other than (i) a Saturday or a Sunday or (ii) a day on which banking institutions in the State of New York or the State of California (and such other state or states -5- in which the Custodial Account or the Certificate Account are at the time located) are required or authorized by law or executive order to be closed. Cash Liquidation: As to any defaulted Mortgage Loan other than a Mortgage Loan as to which an REO Acquisition occurred, a determination by the Master Servicer that it has received all Insurance Proceeds, Liquidation Proceeds and other payments or cash recoveries which the Master Servicer reasonably and in good faith expects to be finally recoverable with respect to such Mortgage Loan. Certificate: Any Class A Certificate, Class M Certificate, Class SB Certificate or Class R Certificate. Certificate Account: The account or accounts created and maintained pursuant to Section 4.01, which shall be entitled "The Chase Manhattan Bank, as trustee, in trust for the registered holders of Residential Asset Mortgage Products, Inc., Mortgage Asset-Backed Pass- Through Certificates, Series 2000-RZ2" and which must be an Eligible Account. Certificate Account Deposit Date: As to any Distribution Date, the Business Day prior thereto. Certificateholder or Holder: The Person in whose name a Certificate is registered in the Certificate Register, except that neither a Disqualified Organization nor a Non-United States Person shall be a holder of a Class R Certificate for any purpose hereof. Solely for the purpose of giving any consent or direction pursuant to this Agreement, any Certificate, other than a Class R Certificate, registered in the name of the Depositor, the Master Servicer or any Subservicer or any Affiliate thereof shall be deemed not to be outstanding and the Percentage Interest or Voting Rights evidenced thereby shall not be taken into account in determining whether the requisite amount of Percentage Interests or Voting Rights necessary to effect any such consent or direction has been obtained. All references herein to "Holders" or "Certificateholders" shall reflect the rights of Certificate Owners as they may indirectly exercise such rights through the Depository and participating members thereof, except as otherwise specified herein; provided, however, that the Trustee shall be required to recognize as a "Holder" or "Certificateholder" only the Person in whose name a Certificate is registered in the Certificate Register. Certificate Owner: With respect to a Book-Entry Certificate, the Person who is the beneficial owner of such Certificate, as reflected on the books of an indirect participating brokerage firm for which a Depository Participant acts as agent, if any, and otherwise on the books of a Depository Participant, if any, and otherwise on the books of the Depository. Certificate Principal Balance: With respect to any Class A Certificate or Class M Certificate, on any date of determination, an amount equal to (i) the Initial Certificate Principal Balance of such Certificate as specified on the face thereof, minus (ii) the sum of (x) the aggregate of all amounts previously distributed with respect to such Certificate (or any predecessor Certificate) and applied to reduce the Certificate Principal Balance or amount thereof pursuant to Section 4.02(c) -6- and (y) the aggregate of all reductions in Certificate Principal Balance deemed to have occurred in connection with Realized Losses which were previously allocated to such Certificate (or any predecessor Certificate) pursuant to Section 4.05. With respect to each Class SB Certificate, on any date of determination, an amount equal to the Percentage Interest evidenced by such Certificate times an amount equal to (i) the excess, if any, of (A) the then aggregate Stated Principal Balance of the Mortgage Loans over (B) the then aggregate Certificate Principal Balance of the Class A Certificates and Class M Certificates then outstanding, plus (ii) any Diverted Excess Spread. Certificate Register and Certificate Registrar: The register maintained and the registrar appointed pursuant to Section 5.02. Class: Collectively, all of the Certificates or uncertificated interests bearing the same designation. Class A Certificates: Any one of the Class A-1, Class A-2, Class A-3, Class A-4 or Class A-5 Certificates. Class A Interest Distribution Amount: As defined in Section 4.02(c)(i). Class A Principal Distribution Amount: With respect to any Distribution Date: (i) prior to the Stepdown Date or on or after the Stepdown Date if a Trigger Event is in effect, the Principal Distribution Amount for that Distribution Date, or (ii) on or after the Stepdown Date if a Trigger Event is not in effect for that Distribution Date, the lesser of: (I) the Principal Distribution Amount for that Distribution Date; and (II) the excess of (A) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to that Distribution Date over (B) the lesser of (x) the product of (1) 70.50% and (2) the aggregate Stated Principal Balance of the Mortgage Loans after giving effect to distributions to be made on that Distribution Date and (y) the aggregate Stated Principal Balance of the Mortgage Loans immediately preceding that Distribution Date, less $875,000. Class A-1 Certificate: Any one of the Class A-1 Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit A, senior to the Class M Certificates, Class SB Certificates and Class R Certificates with respect to distributions and the allocation of Realized Losses in respect of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest designated as a "regular interest" in REMIC II for purposes of the REMIC Provisions. -7- Class A-2 Certificate: Any one of the Class A-2 Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit A, senior to the Class M Certificates, Class SB Certificates and Class R Certificates with respect to distributions and the allocation of Realized Losses in respect of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest designated as a "regular interest" in REMIC II for purposes of the REMIC Provisions. Class A-3 Certificate: Any one of the Class A-3 Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit A, senior to the Class M Certificates, Class SB Certificates and Class R Certificates with respect to distributions and the allocation of Realized Losses in respect of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest designated as a "regular interest" in REMIC II for purposes of the REMIC Provisions. Class A-4 Certificate: Any one of the Class A-4 Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit A, senior to the Class M Certificates, Class SB Certificates and Class R Certificates with respect to distributions and the allocation of Realized Losses in respect of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest designated as a "regular interest" in REMIC II for purposes of the REMIC Provisions. Class A-5 Certificate: Any one of the Class A-5 Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit A, senior to the Class M Certificates, Class SB Certificates and Class R Certificates with respect to distributions and the allocation of Realized Losses in respect of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest designated as a "regular interest" in REMIC II for purposes of the REMIC Provisions. Class M Certificates: Any one of the Class M-1, Class M-2 or Class M-3 Certificates. Class M-1 Certificate: Any one of the Class M-1 Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit B, senior to the Class M-2, Class M-3 and Class SB Certificates with respect to distributions and the allocation of Realized Losses in respect of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest designated as a "regular interest" in REMIC II for purposes of the REMIC Provisions. Class M-1 Interest Distribution Amount: As defined in Section 4.02(c)(ii). Class M-1 Principal Distribution Amount: With respect to any Distribution Date: -8- (i) prior to the Stepdown Date or on or after the Stepdown Date if a Trigger Event is in effect, the remaining Principal Distribution Amount for that Distribution Date after distribution of the Class A Principal Distribution Amount, or (ii) on or after the Stepdown Date if a Trigger Event is not in effect for that Distribution Date, the lesser of: (I) the remaining Principal Distribution Amount for that Distribution Date after distribution of the Class A Principal Distribution Amount; and (II) the excess of (A) the sum of (1) the aggregate Certificate Principal Balance of the Class A Certificates (after taking into account the payment of the Class A Principal Distribution Amount for that Distribution Date) and (2) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to that Distribution Date over (B) the lesser of (x) the product of (1) 82.50% and (2) the aggregate Stated Principal Balance of the Mortgage Loans after giving effect to distributions to be made on that Distribution Date and (y) the aggregate Stated Principal Balance of the Mortgage Loans immediately preceding that Distribution Date, less $875,000. Class M-2 Certificate: Any one of the Class M-2 Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit B, senior to the Class M-3 and Class SB Certificates with respect to distributions and the allocation of Realized Losses in respect of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest designated as a "regular interest" in REMIC II for purposes of the REMIC Provisions. Class M-2 Interest Distribution Amount: As defined in Section 4.02(c)(iii). Class M-2 Principal Distribution Amount: With respect to any Distribution Date: (i) prior to the Stepdown Date or on or after the Stepdown Date if a Trigger Event is in effect, the remaining Principal Distribution Amount for that Distribution Date after distribution of the Class A Principal Distribution Amount and the Class M-1 Principal Distribution Amount, or (ii) on or after the Stepdown Date if a Trigger Event is not in effect for that Distribution Date, the lesser of: (I) the remaining Principal Distribution Amount for that Distribution Date after distribution of the Class A Principal Distribution Amount and the Class M-1 Principal Distribution Amount; and (II) the excess of (A) the sum of (1) the aggregate Certificate Principal Balance of the Class A and Class M-1 Certificates (after taking into account the payment of -9- the Class A Principal Distribution Amount and Class M-1 Principal Distribution Amount for that Distribution Date) and (2) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to that Distribution Date over (B) the lesser of (x) the product of (1) 89.00% and (2) the aggregate Stated Principal Balance of the Mortgage Loans after giving effect to distributions to be made on that Distribution Date and (y) the aggregate Stated Principal Balance of the Mortgage Loans immediately preceding that Distribution Date, less $875,000. Class M-3 Certificate: Any one of the Class M-3 Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit B, senior to the Class SB Certificates with respect to distributions and the allocation of Realized Losses in respect of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest designated as a "regular interest" in REMIC II for purposes of the REMIC Provisions. Class M-3 Interest Distribution Amount: As defined in Section 4.02(c)(iv). Class M-3 Principal Distribution Amount: With respect to any Distribution Date: (i) prior to the Stepdown Date or on or after the Stepdown Date if a Trigger Event is in effect, the remaining Principal Distribution Amount for that Distribution Date after distribution of the Class A Principal Distribution Amount, the Class M-1 Principal Distribution Amount and the Class M-2 Principal Distribution Amount, or (ii) on or after the Stepdown Date if a Trigger Event is not in effect for that Distribution Date, the lesser of: (I) the remaining Principal Distribution Amount for that Distribution Date after distribution of the Class A Principal Distribution Amount, the Class M-1 Principal Distribution Amount and the Class M-2 Principal Distribution Amount; and (II) the excess of (A) the sum of (1) the aggregate Certificate Principal Balance of the Class A, Class M-1 and Class M-2 Certificates (after taking into account the payment of the Class A Principal Distribution Amount, Class M-1 Principal Distribution Amount and Class M-2 Principal Distribution Amount for that Distribution Date) and (2) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to that Distribution Date over (B) the lesser of (x) the product of (1) 94.50% and (2) the aggregate Stated Principal Balance of the Mortgage Loans after giving effect to distributions to be made on that Distribution Date and (y) the aggregate Stated Principal Balance of the Mortgage Loans immediately preceding that Distribution Date, less $875,000. Class R Certificate: Any one of the Class R-I or Class R-II Certificates. -10- Class R-I Certificate: Any one of the Class R-I Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit D and evidencing an interest designated as a "residual interest" in REMIC I for purposes of the REMIC Provisions. Class R-II Certificate: Any one of the Class R-II Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit D and evidencing an interest designated as a "residual interest" in REMIC II for purposes of the REMIC Provisions. Class SB Certificate: Any one of the Class SB Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit C, subordinate to the Class A Certificates and Class M Certificates with respect to distributions and the allocation of Realized Losses in respect of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest designated as a "regular interest" in REMIC II for purposes of the REMIC Provisions. Closing Date: November 22, 2000. Code: The Internal Revenue Code of 1986. Compensating Interest: With respect to any Distribution Date, an amount equal to Prepayment Interest Shortfalls resulting from Principal Prepayments in Full or Curtailments during the related Prepayment Period, but not more than the lesser of (a) one-twelfth of 0.125% of the Stated Principal Balance of the Mortgage Loans immediately preceding such Distribution Date and (b) the sum of the Servicing Fee, all income and gain on amounts held in the Custodial Account and the Certificate Account and payable to the Certificateholders with respect to such Distribution Date and servicing compensation to which the Master Servicer may be entitled pursuant to Section 3.10(a)(v) and (vi), in each case with respect to the Mortgage Loans; provided that for purposes of this definition the amount of the Servicing Fee will not be reduced pursuant to Section 7.02 except as may be required pursuant to the last sentence of such Section. Corporate Trust Office: The principal office of the Trustee at which at any particular time its corporate trust business with respect to this Agreement shall be administered, which office at the date of the execution of this instrument is located at 450 West 33rd Street, 14th Floor, New York, New York 10001, Attention: RAMPI, Series 2000-RZ2. Curtailment: Any Principal Prepayment made by a Mortgagor which is not a Principal Prepayment in Full. Custodial Account: The custodial account or accounts created and maintained pursuant to Section 3.07 in the name of a depository institution, as custodian for the holders of the Certificates, for the holders of certain other interests in mortgage loans serviced or sold by the Master -11- Servicer and for the Master Servicer, into which the amounts set forth in Section 3.07 shall be deposited directly. Any such account or accounts shall be an Eligible Account. Custodial Agreement: An agreement that may be entered into among the Depositor, the Master Servicer, the Trustee and a Custodian in substantially the form of Exhibit E hereto. Custodian: A custodian appointed pursuant to a Custodial Agreement. Cut-off Date: November 1, 2000. Cut-off Date Balance: $175,000,109.69. Cut-off Date Principal Balance: As to any Mortgage Loan, the unpaid principal balance thereof at the Cut-off Date after giving effect to all installments of principal due on or prior thereto (or due during the month of November 2000), whether or not received. Debt Service Reduction: With respect to any Mortgage Loan, a reduction in the scheduled Monthly Payment for such Mortgage Loan by a court of competent jurisdiction in a proceeding under the Bankruptcy Code, except such a reduction constituting a Deficient Valuation or any reduction that results in a permanent forgiveness of principal. Deficient Valuation: With respect to any Mortgage Loan, a valuation by a court of competent jurisdiction of the Mortgaged Property in an amount less than the then outstanding indebtedness under the Mortgage Loan, or any reduction in the amount of principal to be paid in connection with any scheduled Monthly Payment that constitutes a permanent forgiveness of principal, which valuation or reduction results from a proceeding under the Bankruptcy Code. Definitive Certificate: Any definitive, fully registered Certificate. Deleted Mortgage Loan: A Mortgage Loan replaced or to be replaced with a Qualified Substitute Mortgage Loan. Delinquent: As used herein, a Mortgage Loan is considered to be: "30 to 59 days" or "30 or more days" delinquent when a payment due on any scheduled due date remains unpaid as of the close of business on the next following monthly scheduled due date; "60 to 89 days" or "60 or more days" delinquent when a payment due on any scheduled due date remains unpaid as of the close of business on the second following monthly scheduled due date; and so on. The determination as to whether a Mortgage Loan falls into these categories is made as of the close of business on the last business day of each month. For example, a Mortgage Loan with a payment due on July 1 that remained unpaid as of the close of business on August 31 would then be considered to be 30 to 59 days delinquent. Delinquency information as of the Cut-off Date is determined and prepared as of the close of business on the last business day immediately prior to the Cut-off Date. -12- Depository: The Depository Trust Company, or any successor Depository hereafter named. The nominee of the initial Depository for purposes of registering those Certificates that are to be Book-Entry Certificates is Cede & Co. The Depository shall at all times be a "clearing corporation" as defined in Section 8-102(3) of the Uniform Commercial Code of the State of New York and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934, as amended. Depository Participant: A broker, dealer, bank or other financial institution or other Person for whom from time to time a Depository effects book-entry transfers and pledges of securities deposited with the Depository. Destroyed Mortgage Note: A Mortgage Note the original of which was permanently lost or destroyed and has not been replaced. Determination Date: With respect to any Distribution Date, the 20th day (or if such 20th day is not a Business Day, the Business Day immediately following such 20th day) of the month of the related Distribution Date. Disqualified Organization: Any organization defined as a "disqualified organization" under Section 860E(e)(5) of the Code, which includes any of the following: (i) the United States, any State or political subdivision thereof, any possession of the United States, or any agency or instrumentality of any of the foregoing (other than an instrumentality which is a corporation if all of its activities are subject to tax and, except for Freddie Mac, a majority of its board of directors is not selected by such governmental unit), (ii) a foreign government, any international organization, or any agency or instrumentality of any of the foregoing, (iii) any organization (other than certain farmers' cooperatives described in Section 521 of the Code) which is exempt from the tax imposed by Chapter 1 of the Code (including the tax imposed by Section 511 of the Code on unrelated business taxable income) and (iv) rural electric and telephone cooperatives described in Section 1381(a)(2)(C) of the Code. A Disqualified Organization also includes any "electing large partnership," as defined in Section 775(a) of the Code and any other Person so designated by the Trustee based upon an Opinion of Counsel that the holding of an Ownership Interest in a Class R Certificate by such Person may cause either REMIC or any Person having an Ownership Interest in any Class of Certificates (other than such Person) to incur a liability for any federal tax imposed under the Code that would not otherwise be imposed but for the Transfer of an Ownership Interest in a Class R Certificate to such Person. The terms "United States", "State" and "international organization" shall have the meanings set forth in Section 7701 of the Code or successor provisions. Distribution Date: The 25th day of any month beginning in the month immediately following the month of the initial issuance of the Certificates or, if such 25th day is not a Business Day, the Business Day immediately following such 25th day. Diverted Excess Spread: Any amount otherwise payable as Accrued Certificate Interest on the Class SB Certificate that, pursuant to Section 4.02(c), is used to increase the Overcollateralization Amount or is used to offset Realized Losses on any Mortgage Loans. Any -13- reduction in the Overcollateralization Amount shall first reduce the Diverted Excess Spread until it is reduced to zero, and in the event that such reduction is due to an Overcollateralization Reduction Amount the amount of such reduction shall be payable to the Class SB Certificates to the extent of the Diverted Excess Spread. No interest will accrue on the Diverted Excess Spread. Due Date: With respect to any Distribution Date and any Mortgage Loan, the day during the related Due Period on which the Monthly Payment is due. Due Period: With respect to any Distribution Date, the calendar month of such Distribution Date. Eligible Account: An account that is any of the following: (i) maintained with a depository institution the debt obligations of which have been rated by each Rating Agency in its highest rating available, or (ii) an account or accounts in a depository institution in which such accounts are fully insured to the limits established by the FDIC, provided that any deposits not so insured shall, to the extent acceptable to each Rating Agency, as evidenced in writing, be maintained such that (as evidenced by an Opinion of Counsel delivered to the Trustee and each Rating Agency) the registered Holders of Certificates have a claim with respect to the funds in such account or a perfected first security interest against any collateral (which shall be limited to Permitted Investments) securing such funds that is superior to claims of any other depositors or creditors of the depository institution with which such account is maintained, or (iii) in the case of the Custodial Account, either (A) a trust account or accounts maintained in the corporate trust department of Bank One, National Association, or (B) an account or accounts maintained in the corporate asset services department of Bank One, National Association as long as its short term debt obligations are rated P-1 (or the equivalent) or better by each Rating Agency, and its long term debt obligations are rated A2 (or the equivalent) or better, by each Rating Agency, or (iv) in the case of the Certificate Account, a trust account or accounts maintained in the corporate trust division of Bank One, National Association, or (v) an account or accounts of a depository institution acceptable to each Rating Agency (as evidenced in writing by each Rating Agency that use of any such account as the Custodial Account or the Certificate Account will not reduce the rating assigned to any Class of Certificates by such Rating Agency below the lower of the then-current rating or the rating assigned to such Certificates as of the Closing Date by such Rating Agency). ERISA: The Employee Retirement Income Security Act of 1974, as amended. Event of Default: As defined in Section 7.01. Excess Bankruptcy Loss: With respect to the Mortgage Loans, any Bankruptcy Loss on the Mortgage Loans, or portion thereof, which exceeds the then-applicable Bankruptcy Amount. Excess Cash Flow: With respect to any Distribution Date, an amount equal to the excess of (i) the Available Distribution Amount for that Distribution Date over (ii) the sum of (a) the Interest Distribution Amount for that Distribution Date and (b) the Principal Remittance Amount for that Distribution Date. -14- Excess Fraud Loss: With respect to the Mortgage Loans, any Fraud Loss on the Mortgage Loans, or portion thereof, which exceeds the then-applicable Fraud Loss Amount. Excess Loss: Any Excess Fraud Loss, Excess Special Hazard Loss, Excess Bankruptcy Loss or Extraordinary Loss. Excess Overcollateralization Amount: With respect to any Distribution Date, the excess, if any, of (a) the Overcollateralization Amount on such Distribution Date over (b) the Required Overcollateralization Amount. Excess Special Hazard Loss: With respect to the Mortgage Loans, any Special Hazard Loss on the Mortgage Loans, or portion thereof, that exceeds the then-applicable Special Hazard Amount. Extraordinary Events: Any of the following conditions with respect to a Mortgaged Property or Mortgage Loan causing or resulting in a loss which causes the liquidation of such Mortgage Loan: (a) losses that are of the type that would be covered by the fidelity bond and the errors and omissions insurance policy required to be maintained pursuant to Section 3.12(b) but are in excess of the coverage maintained thereunder; (b) nuclear reaction or nuclear radiation or radioactive contamination, all whether controlled or uncontrolled, and whether such loss be direct or indirect, proximate or remote or be in whole or in part caused by, contributed to or aggravated by a peril covered by the definition of the term "Special Hazard Loss"; (c) hostile or warlike action in time of peace or war, including action in hindering, combatting or defending against an actual, impending or expected attack; 1. by any government or sovereign power, de jure or de facto, or by any authority maintaining or using military, naval or air forces; or 2. by military, naval or air forces; or 3. by an agent of any such government, power, authority or forces; or 4. any weapon of war employing atomic fission or radioactive force whether in time of peace or war; or 5. insurrection, rebellion, revolution, civil war, usurped power or action taken by governmental authority in hindering, combatting or defending against such -15- an occurrence, seizure or destruction under quarantine or customs regulations, confiscation by order of any government or public authority; or risks of contraband or illegal transportation or trade. Extraordinary Losses: Any loss incurred on a Mortgage Loan caused by or resulting from an Extraordinary Event. Fannie Mae: Fannie Mae, a federally chartered and privately owned corporation organized and existing under the Federal National Mortgage Association Charter Act, or any successor thereto. FASIT: A "financial asset securitization investment trust" within the meaning of Section 860L of the Code. FDIC: Federal Deposit Insurance Corporation or any successor thereto. FHA: The Federal Housing Administration, or its successor. Final Distribution Date: The Distribution Date on which the final distribution in respect of the Certificates will be made pursuant to Section 9.01, which Final Distribution Date shall in no event be later than the end of the 90-day liquidation period described in Section 9.02. Final Scheduled Distribution Date: Solely for purposes of the face of the certificates, as follows: with respect to the Class A-1 Certificates, December 25, 2013, with respect to the Class A-2 Certificates, November 25, 2019, with respect to the Class A-3 Certificates, April 25, 2023, with respect to the Class A-4 Certificates, December 25, 2027, and with respect to the Class A-5 and Class M Certificates, December 25, 2030. No event of default under this Agreement will arise or become applicable solely by reason of the failure to retire the entire Certificate Principal Balance of any Class of Class A or Class M Certificates on or before its Final Scheduled Distribution Date. Fitch: Fitch, Inc., or its successor in interest. Foreclosure Profits: As to any Distribution Date or related Determination Date and any Mortgage Loan, the excess, if any, of Liquidation Proceeds, Insurance Proceeds and REO Proceeds (net of all amounts reimbursable therefrom pursuant to Section 3.10(a)(ii)) in respect of each Mortgage Loan or REO Property for which a Cash Liquidation or REO Disposition occurred in the related Prepayment Period over the sum of the unpaid principal balance of such Mortgage Loan or REO Property (determined, in the case of an REO Disposition, in accordance with Section 3.14) plus accrued and unpaid interest at the Mortgage Rate on such unpaid principal balance from the Due Date to which interest was last paid by the Mortgagor to the first day of the month following the month in which such Cash Liquidation or REO Disposition occurred. -16- Fraud Loss Amount: As of any date of determination after the Cut-off Date, an amount equal to (X) prior to the first anniversary of the Cut-off Date an amount equal to 3.00% of the aggregate outstanding principal balance of all of the Mortgage Loans as of the Cut-off Date minus the aggregate amount of Fraud Losses on the Mortgage Loans allocated through Subordination, in accordance with Section 4.05 since the Cut-off Date up to such date of determination, (Y) from the first to the second 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) 2.00% of the aggregate outstanding principal balance of all of the Mortgage Loans as of the most recent anniversary of the Cut-off Date minus (2) the Fraud Losses on the Mortgage Loans allocated through Subordination, in accordance with Section 4.05 since the most recent anniversary of the Cut- off Date up to such date of determination and (Z) from the second to the fifth anniversary of the Cut- off Date, an amount equal to (1) the lesser of (a) the Fraud Loss Amount as of the most recent anniversary of the Cut-off Date and (b) 1.00% of the aggregate outstanding principal balance of all of the Mortgage Loans as of the most recent anniversary of the Cut-off Date minus (2) the Fraud Losses on the Mortgage Loans allocated through Subordination, in accordance with Section 4.05 since the most recent anniversary of the Cut-off Date up to such date of determination. On and after the fifth anniversary of the Cut-off Date the Fraud Loss Amount shall be zero. The Fraud Loss Amount may be further reduced by the Master Servicer (including accelerating the manner in which such coverage is reduced) provided that prior to any such reduction, the Master Servicer shall (i) obtain written confirmation from each Rating Agency that such reduction shall not reduce the rating assigned to the Class A Certificates or Class M Certificates by such Rating Agency below the lower of the then-current rating or the rating assigned to such Certificates as of the Closing Date by such Rating Agency; and (ii) provide a copy of such written confirmation to the Trustee. Fraud Losses: Losses on Mortgage Loans as to which there was fraud in the origination of such Mortgage Loan. Freddie Mac: The Federal Home Loan Mortgage Corporation, a corporate instrumentality of the United States created and existing under Title III of the Emergency Home Finance Act of 1970, as amended, or any successor thereto. HomeComings: HomeComings Financial Network, Inc., a wholly-owned subsidiary of Residential Funding. Independent: When used with respect to any specified Person, means such a Person who (i) is in fact independent of the Depositor, the Master Servicer and the Trustee, or any Affiliate thereof, (ii) does not have any direct financial interest or any material indirect financial interest in the Depositor, the Master Servicer or the Trustee or in an Affiliate thereof, and (iii) is not connected with the Depositor, the Master Servicer or the Trustee as an officer, employee, promoter, underwriter, trustee, partner, director or person performing similar functions. -17- Initial Certificate Principal Balance: With respect to each Class of Certificates, the Certificate Principal Balance of such Class of Certificates as of the Cut-off Date as set forth in the Preliminary Statement hereto. Insurance Proceeds: Proceeds paid in respect of the Mortgage Loans pursuant to any Primary Insurance Policy or any other related insurance policy covering a Mortgage Loan, to the extent such proceeds are payable to the mortgagee under the Mortgage, any Subservicer, the Master Servicer or the Trustee and are not applied to the restoration of the related Mortgaged Property or released to the Mortgagor in accordance with the procedures that the Master Servicer would follow in servicing mortgage loans held for its own account. Interest Accrual Period: With respect to the Class A Certificates (other than the Class A-1 Certificates), the Class M Certificates, the Class SB Certificates and any Distribution Date, the prior calendar month. With respect to the A-1 Certificates (i) with respect to the Distribution Date in December 2000, the period commencing the Closing Date and ending on the day preceding the Distribution Date in December 2000, and (ii) with respect to any Distribution Date after the Distribution Date in December 2000, the period commencing on the Distribution Date in the month immediately preceding the month in which such Distribution Date occurs and ending on the day preceding such Distribution Date. Interim Certificates: As defined in Section 2.02. Interest Distribution Amount: The sum of the Class A, Class M-1, Class M-2 and Class M-3 Interest Distribution Amounts. Late Collections: With respect to any Mortgage Loan, all amounts received during any Due Period, whether as late payments of Monthly Payments or as Insurance Proceeds, Liquidation Proceeds or otherwise, which represent late payments or collections of Monthly Payments due but delinquent for a previous Due Period and not previously recovered. LIBOR: With respect to any Distribution Date, the arithmetic mean of the London interbank offered rate quotations for one-month U.S. Dollar deposits, expressed on a per annum basis, determined in accordance with Section 1.02. LIBOR Business Day: Any day other than (i) a Saturday or Sunday or (ii) a day on which banking institutions in London, England are required or authorized to by law to be closed. LIBOR Rate Adjustment Date: With respect to each Distribution Date, the second LIBOR Business Day immediately preceding the commencement of the related Interest Accrual Period. Liquidation Proceeds: Amounts (other than Insurance Proceeds) received by the Master Servicer in connection with the taking of an entire Mortgaged Property by exercise of the -18- power of eminent domain or condemnation or in connection with the liquidation of a defaulted Mortgage Loan through trustee's sale, foreclosure sale or otherwise, other than REO Proceeds. Loan-to-Value Ratio: As of any date, the fraction, expressed as a percentage, the numerator of which is the current principal balance of the related Mortgage Loan at the date of determination and the denominator of which is the Appraised Value of the related Mortgaged Property. Marker Rate: With respect to the Class SB Certificates and any Distribution Date, a per annum rate equal to two (2) times the weighted average of the Uncertificated REMIC I Pass-Through Rates for REMIC I Regular Interest LT2, REMIC I Regular Interest LT3, REMIC I Regular Interest LT4, REMIC I Regular Interest LT5, REMIC I Regular Interest LT6, REMIC I Regular Interest LT7, REMIC I Regular Interest LT8, REMIC I Regular Interest LT9 and REMIC I Regular Interest LT10, with the rate on REMIC I Regular Interest LT2 subject to a cap equal to the lesser of (a) LIBOR plus 0.14% per annum and (b) the Weighted Average Actual/360 Net Mortgage Rate for the purpose of this calculation; with the rate on REMIC I Regular Interest LT3 subject to a cap equal to 7.21% per annum for the purpose of this calculation; with the rate on REMIC I Regular Interest LT4 subject to a cap equal to 7.30% per annum for the purpose of this calculation; with the rate on REMIC I Regular Interest LT5 subject to a cap equal to 7.61% per annum for the purpose of this calculation; with the rate on REMIC I Regular Interest LT6 subject to a cap equal to (i) prior to the first Optional Termination Date 7.98% per annum and (ii) after the first possible Optional Termination Date, a per annum rate equal to 8.48% for the purpose of this calculation; with the rate on REMIC I Regular Interest LT7 subject to a cap equal to the lesser of (a) (i) prior to the first Optional Termination Date 8.26% per annum and (ii) after the first possible Optional Termination Date, a per annum rate equal to 8.76% and (b) the Weighted Average Net Mortgage Rate for the purpose of this calculation; with the rate on REMIC I Regular Interest LT8 subject to a cap equal to the lesser of (a) (i) prior to the first Optional Termination Date 8.50% per annum and (ii) after the first possible Optional Termination Date, a per annum rate equal to 9.00% and (b) the Weighted Average Net Mortgage Rate for the purpose of this calculation; with the rate on REMIC I Regular Interest LT9 subject to a cap equal to the lesser of (a) (i) prior to the first Optional Termination Date 8.50% per annum and (ii) after the first possible Optional Termination Date, a per annum rate equal to 9.00% and (b) the Weighted Average Net Mortgage Rate for the purpose of this calculation; and with the rate on REMIC I Regular Interest LT10 subject to a cap of zero for the purpose of this calculation. Maturity Date: With respect to each Class of Certificates of regular interest issued by each of REMIC I and REMIC II, the latest possible maturity date, solely for purposes of Section 1.860G-1(a)(4)(iii) of the Treasury Regulations, by which the Certificate Principal Balance of each such Class of Certificates representing a regular interest in the Trust Fund would be reduced to zero, which is December 25, 2030, which is the 360th Distribution Date. MERS: Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto. -19- MERS(R) System: The system of recording transfers of Mortgages electronically maintained by MERS. MIN: The Mortgage Identification Number for Mortgage Loans registered with MERS on the MERS(R)System. Modified Mortgage Loan: Any Mortgage Loan that has been the subject of a Servicing Modification. Modified Net Mortgage Rate: As to any Mortgage Loan that is the subject of a Servicing Modification, the Net Mortgage Rate minus the rate per annum by which the Mortgage Rate on such Mortgage Loan was reduced. MOM Loan: With respect to any Mortgage Loan, MERS acting as the mortgagee of such Mortgage Loan, solely as nominee for the originator of such Mortgage Loan and its successors and assigns, at the origination thereof. Monthly Payment: With respect to any Mortgage Loan (including any REO Property) and the Due Date in any Due Period, the payment of principal and interest due thereon in accordance with the amortization schedule at the time applicable thereto (after adjustment, if any, for Curtailments and for Deficient Valuations occurring prior to such Due Date but before any adjustment to such amortization schedule by reason of any bankruptcy, other than a Deficient Valuation, or similar proceeding or any moratorium or similar waiver or grace period and before any Servicing Modification that constitutes a reduction of the interest rate on such Mortgage Loan). Moody's: Moody's Investors Service, Inc., or its successor in interest. Mortgage: With respect to each Mortgage Note related to a Mortgage Loan, the mortgage, deed of trust or other comparable instrument creating a first or junior lien on an estate in fee simple or leasehold interest in real property securing a Mortgage Note. Mortgage File: The mortgage documents listed in Section 2.01 pertaining to a particular Mortgage Loan and any additional documents required to be added to the Mortgage File pursuant to this Agreement. Mortgage Loans: Such of the mortgage loans transferred and assigned to the Trustee pursuant to Section 2.01 as from time to time are held or deemed to be held as a part of the Trust Fund, the Mortgage Loans originally so held being identified in the initial Mortgage Loan Schedule attached hereto as Exhibit F, and Qualified Substitute Mortgage Loans held or deemed held as part of the Trust Fund including, without limitation, each related Mortgage Note, Mortgage and Mortgage File and all rights appertaining thereto. -20- Mortgage Loan Schedule: The lists of the Mortgage Loans attached hereto as Exhibit F (as amended from time to time to reflect the addition of Qualified Substitute Mortgage Loans), which lists shall set forth at a minimum the following information as to each Mortgage Loan: (i) the Mortgage Loan identifying number ("RFC LOAN #"); (ii) the street address of the Mortgaged Property including state and zip code ("ADDRESS"); (iii) the maturity of the Mortgage Note ("MATURITY DATE", or "MATURITY DT" for Mortgage Loans and if such Mortgage Loan is a Balloon Loan, the amortization term thereof; (iv) the Mortgage Rate as of the Cut-off Date ("ORIG RATE") (v) the Mortgage Rate as of the Cut-off Date for an adjustable rate Mortgage Loan ("CURR RATE"); (vi) the Net Mortgage Rate as of the Cut-off Date ("CURR NET"); (vii) the scheduled monthly payment of principal, if any, and interest as of the Cut- off Date ("ORIGINAL P & I" or "CURRENT P & I" for the adjustable rate Mortgage Loans); (viii) the Cut-off Date Principal Balance ("PRINCIPAL BAL"); (ix) the Loan-to-Value Ratio at origination ("LTV"); (x) a code "T", "BT" or "CT" under the column "LN FEATURE," indicating that the Mortgage Loan is secured by a second or vacation residence (the absence of any such code means the Mortgage Loan is secured by a primary residence); and (xi) a code "N" under the column "OCCP CODE", indicating that the Mortgage Loan is secured by a non-owner occupied residence (the absence of any such code means the Mortgage Loan is secured by an owner occupied residence). Such schedules may consist of multiple reports that collectively set forth all of the information required. -21- Mortgage Note: The originally executed note or other evidence of indebtedness evidencing the indebtedness of a Mortgagor under a Mortgage Loan, together with any modification thereto. Mortgage Rate: As to any Mortgage Loan, the interest rate borne by the related Mortgage Note, or any modification thereto other than a Servicing Modification. The Mortgage Rate on the adjustable rate Mortgage Loans will adjust on each Adjustment Date to equal the sum (rounded to the nearest multiple of one-eighth of one percent (0.125%) or up to the nearest one- eighth of one percent, which are indicated by a "U" on Exhibit F hereto, as applicable. Mortgaged Property: The underlying real property securing a Mortgage Loan. Mortgagor: The obligor on a Mortgage Note. Net Mortgage Rate: With respect to any Mortgage Loan as of any date of determination, a per annum rate equal to the Adjusted Mortgage Rate for such Mortgage Loan as of such date minus the Servicing Fee Rate. Non-Primary Residence Loans: The Mortgage Loans designated as secured by second or vacation residences, or by non-owner occupied residences, on the Mortgage Loan Schedule. Non-United States Person: Any Person other than a United States Person. Nonrecoverable Advance: Any Advance previously made or proposed to be made by the Master Servicer in respect of a Mortgage Loan (other than a Deleted Mortgage Loan) which, in the good faith judgment of the Master Servicer, will not, or, in the case of a proposed Advance, would not, be ultimately recoverable by the Master Servicer from related Late Collections, Insurance Proceeds, Liquidation Proceeds or REO Proceeds. Nonsubserviced Mortgage Loan: Any Mortgage Loan that, at the time of reference thereto, is not subject to a Subservicing Agreement. Notice: As defined in Section 4.04. Officers' Certificate: A certificate signed by the Chairman of the Board, the President or a Vice President or Assistant Vice President, or a Director or Managing Director, and by the Treasurer, the Secretary, or one of the Assistant Treasurers or Assistant Secretaries of the Depositor or the Master Servicer, as the case may be, and delivered to the Trustee, as required by this Agreement. Opinion of Counsel: A written opinion of counsel acceptable to the Trustee and the Master Servicer, who may be counsel for the Depositor or the Master Servicer, provided that any opinion of counsel (i) referred to in the definition of "Disqualified Organization" or (ii) relating to -22- the qualification of REMIC I or REMIC II as REMICs or compliance with the REMIC Provisions must, unless otherwise specified, be an opinion of Independent counsel. Optional Termination Date: Any Distribution Date on or after which the Stated Principal Balance (before giving effect to distributions to be made on such Distribution Date) of the Mortgage Loans is less than 10.00% of the Cut-off Date Balance. Outstanding Mortgage Loan: As to the Due Date in any Due Period, a Mortgage Loan (including an REO Property) that was not the subject of a Principal Prepayment in Full, Cash Liquidation or REO Disposition and that was not purchased, deleted or substituted for prior to such Due Date pursuant to Section 2.02, 2.03, 2.04 or 4.07. Overcollateralization Amount: With respect to any Distribution Date, the excess, if any, of (a) the aggregate Stated Principal Balances of the Mortgage Loans as of the end of the preceding Due Period, over (b) the aggregate Certificate Principal Balance of the Class A and Class M Certificates immediately prior to that Distribution Date, less amounts distributable to the Class A and Class M Certificates from the Principal Remittance Amount for that Distribution Date. Overcollateralization Increase Amount: With respect to (a) the first Distribution Date, $0, and (b) any Distribution Date after the first Distribution Date, an amount equal to the lesser of (i) the Excess Cash Flow for that Distribution Date and (ii) the excess, if any, of (x) the Required Overcollateralization Amount for that Distribution Date over (y) the Overcollateralization Amount for that Distribution Date. Overcollateralization Reduction Amount: With respect to any Distribution Date, the lesser of (a) the Excess Overcollateralization Amount immediately prior to that Distribution Date, and (b) the Principal Remittance Amount for that Distribution Date. Ownership Interest: As to any Certificate, any ownership or security interest in such Certificate, including any interest in such Certificate as the Holder thereof and any other interest therein, whether direct or indirect, legal or beneficial, as owner or as pledgee. Pass-Through Rate: With respect to the Class A-1 Certificates and each Interest Accrual Period, a per annum rate equal to the lesser of (a) LIBOR plus 0.14% per annum and (b) the Weighted Average Actual/360 Net Mortgage Rate. With respect to the Class A-2 Certificates and each Interest Accrual Period, the fixed per annum rate set forth in the Preliminary Statement for such Class of Certificates. With respect to the Class A-3 Certificates and each Interest Accrual Period, the fixed per annum rate set forth in the Preliminary Statement for such Class of Certificates. -23- With respect to the Class A-4 Certificates and each Interest Accrual Period, the fixed per annum rate set forth in the Preliminary Statement for such Class of Certificates. With respect to the Class A-5 Certificates and each Interest Accrual Period, the fixed per annum rate set forth in the Preliminary Statement for such Class of Certificates. After the first Distribution Date after the first possible Optional Termination Date, the related Pass-Through Rate will increase by a per annum rate equal to 0.50%. With respect to the Class M-1 Certificates and each Interest Accrual Period, a per annum rate equal to the lesser of (a) 8.26% per annum and (b) the Weighted Average Net Mortgage Rate. After the first possible Distribution Date after the first possible Optional Termination Date, such Pass-Through Rate will increase to a per annum rate equal to 0.50%, subject to a cap equal to the Weighted Average Net Mortgage Rate. With respect to the Class M-2 Certificates and each Interest Accrual Period, a per annum rate equal to the lesser of (a) 8.50% per annum and (b) the Weighted Average Net Mortgage Rate. After the first possible Distribution Date after the first possible Optional Termination Date, such Pass-Through Rate will increase to a per annum rate equal to 0.50%, subject to a cap equal to the Weighted Average Net Mortgage Rate. With respect to the Class M-3 Certificates and each Interest Accrual Period, a per annum rate equal to the lesser of (a) 8.50% per annum and (b) the Weighted Average Net Mortgage Rate. After the first possible Distribution Date after the first possible Optional Termination Date, such Pass-Through Rate will increase to a per annum rate equal to 0.50%, subject to a cap equal to the Weighted Average Net Mortgage Rate. With respect to the Class SB Certificates and any Distribution Date, a rate per annum equal to the percentage equivalent of a fraction, the numerator of which is the sum of the amounts calculated pursuant to clauses (i) through (x) below, and the denominator of which is the aggregate principal balance of the REMIC II Regular Interests relating to the Mortgage Loans. For purposes of calculating the Pass-Through Rate for the Class SB Certificates, the numerator is equal to the sum of the following components: (i) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT1 minus the Marker Rate, applied to a notional amount equal to the Uncertificated Balance of REMIC I Regular Interest LT1; (ii) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT2 minus the Marker Rate, applied to a notional amount equal to the Uncertificated Balance of REMIC I Regular Interest LT2; -24- (iii) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT3 minus the Marker Rate, applied to a notional amount equal to the Uncertificated Balance of REMIC I Regular Interest LT3; (iv) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT4 minus the Marker Rate, applied to a notional amount equal to the Uncertificated Balance of REMIC I Regular Interest LT4; (v) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT5 minus the Marker Rate, applied to a notional amount equal to the Uncertificated Balance of REMIC I Regular Interest LT5; (vi) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT6 minus the Marker Rate applied to a notional amount equal to the Uncertificated Balance of LT6; (vii) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT7 minus the Marker Rate, applied to a notional amount equal to the Uncertificated Balance of REMIC I Regular Interest LT7; (viii) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT8 minus the Marker Rate, applied to a notional amount equal to the Uncertificated Balance of REMIC I Regular Interest LT8; (ix) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT9 minus the Marker Rate, applied to a notional amount equal to the Uncertificated Balance of REMIC I Regular Interest LT9; and (x) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT10 minus the Marker Rate, applied to a notional amount equal to the Uncertificated Balance of REMIC I Regular Interest LT10; Paying Agent: The Chase Manhattan Bank or any successor Paying Agent appointed by the Trustee. Percentage Interest: With respect to any Class A Certificate or Class M Certificate, the undivided percentage ownership interest in the related Class evidenced by such Certificate, which percentage ownership interest shall be equal to the Initial Certificate Principal Balance thereof divided by the aggregate Initial Certificate Principal Balance of all of the Certificates of the same Class. The Percentage Interest with respect to a Class SB or Class R Certificate shall be stated on the face thereof. -25- Permitted Investments: One or more of the following: (i) obligations of or guaranteed as to principal and interest by the United States or any agency or instrumentality thereof when such obligations are backed by the full faith and credit of the United States; (ii) repurchase agreements on obligations specified in clause (i) maturing not more than one month from the date of acquisition thereof, provided that the unsecured obligations of the party agreeing to repurchase such obligations are at the time rated by each Rating Agency in its highest short-term rating available; (iii) federal funds, certificates of deposit, demand deposits, time deposits and bankers' acceptances (which shall each have an original maturity of not more than 90 days and, in the case of bankers' acceptances, shall in no event have an original maturity of more than 365 days or a remaining maturity of more than 30 days) denominated in United States dollars of any U.S. depository institution or trust company incorporated under the laws of the United States or any state thereof or of any domestic branch of a foreign depository institution or trust company; provided that the debt obligations of such depository institution or trust company (or, if the only Rating Agency is Standard & Poor's, in the case of the principal depository institution in a depository institution holding company, debt obligations of the depository institution holding company) at the date of acquisition thereof have been rated by each Rating Agency in its highest short-term rating available; and provided further that, if the only Rating Agency is Standard & Poor's and if the depository or trust company is a principal subsidiary of a bank holding company and the debt obligations of such subsidiary are not separately rated, the applicable rating shall be that of the bank holding company; and, provided further that, if the original maturity of such short-term obligations of a domestic branch of a foreign depository institution or trust company shall exceed 30 days, the short-term rating of such institution shall be A-1+ in the case of Standard & Poor's if Standard & Poor's is a Rating Agency; (iv) commercial paper and demand notes (having original maturities of not more than 365 days) of any corporation incorporated under the laws of the United States or any state thereof which on the date of acquisition has been rated by each Rating Agency in its highest short-term rating available; provided that such commercial paper and demand notes shall have a remaining maturity of not more than 30 days; (v) a money market fund or a qualified investment fund rated by each Rating Agency in its highest long-term rating available; and (vi) other obligations or securities that are acceptable to each Rating Agency as a Permitted Investment hereunder and will not reduce the rating assigned to any Class of Certificates by such Rating Agency below the lower of the then-current rating or the rating assigned to such Certificates as of the Closing Date by such Rating Agency, as evidenced in writing; -26- provided, however, that no instrument shall be a Permitted Investment if it represents, either (1) the right to receive only interest payments with respect to the underlying debt instrument or (2) the right to receive both principal and interest payments derived from obligations underlying such instrument and the principal and interest payments with respect to such instrument provide a yield to maturity greater than 120% of the yield to maturity at par of such underlying obligations. References herein to the highest rating available on unsecured long-term debt shall mean AAA in the case of Standard & Poor's and Fitch and Aaa in the case of Moody's, and references herein to the highest rating available on unsecured commercial paper and short-term debt obligations shall mean the following: A-1 in the case of Standard & Poor's, P-1 in the case of Moody's and either A-1 by Standard & Poor's, P-1 by Moody's or F-1 by Fitch in the case of Fitch. Permitted Transferee: Any Transferee of a Class R Certificate, other than a Disqualified Organization or Non-United States Person. Person: Any individual, corporation, limited liability company, partnership, joint venture, association, joint-stock company, trust, unincorporated organization or government or any agency or political subdivision thereof. Pool Stated Principal Balance: As to any date of determination, the aggregate of the Stated Principal Balances of each Mortgage Loan that was an Outstanding Mortgage Loan on the Due Date immediately preceding the Due Period preceding such date of determination. Prepayment Assumption: With respect to the Class A Certificates or Class M Certificates, the prepayment assumption to be used for determining the accrual of original issue discount and premium and market discount on such Certificates for federal income tax purposes, which assumes a constant prepayment rate of 0% per annum of the then outstanding principal balance of the Mortgage Loans in the first month of the life of the Mortgage Loans, and an additional approximate 0.78% per annum in each month thereafter until the twenty-fourth month, and then beginning in the twenty-fourth month and in each month thereafter during the life of the Mortgage Loans, a constant prepayment rate of 18.0% per annum each month. Prepayment Interest Shortfall: As to any Distribution Date and any Mortgage Loan (other than a Mortgage Loan relating to an REO Property) that was the subject of (a) a Principal Prepayment in Full during the related Prepayment Period, an amount equal to the excess of one month's interest at the related Net Mortgage Rate (or Modified Net Mortgage Rate in the case of a Modified Mortgage Loan) on the Stated Principal Balance of such Mortgage Loan over the amount of interest (adjusted to the related Net Mortgage Rate (or Modified Net Mortgage Rate in the case of a Modified Mortgage Loan)) paid by the Mortgagor for such Prepayment Period to the date of such Principal Prepayment in Full or (b) a Curtailment during the prior calendar month, an amount equal to one month's interest at the related Net Mortgage Rate (or Modified Net Mortgage Rate in the case of a Modified Mortgage Loan) on the amount of such Curtailment. Prepayment Period: As to any Distribution Date, the calendar month preceding the month of distribution. -27- Primary Insurance Policy: Each primary policy of mortgage guaranty insurance as indicated on Exhibit F with the exception of either code "23" or "96" under the column "MI CO CODE." Principal Distribution Amount: With respect to any Distribution Date, the lesser of (a) the excess of (i) the Available Distribution Amount over (ii) the sum of the Class A, Class M-1, Class M-2 and Class M-3 Interest Distribution Amount and (b) the sum of: (i) the principal portion of each Monthly Payment received or Advanced with respect to the related Due Period on each Outstanding Mortgage Loan; (ii) the Stated Principal Balance of any Mortgage Loan repurchased during the related Prepayment Period (or deemed to have been so repurchased in accordance with Section 3.07(b)) pursuant to Section 2.02, 2.03, 2.04 or 4.07 and the amount of any shortfall deposited in the Custodial Account in connection with the substitution of a Deleted Mortgage Loan pursuant to Section 2.03 or 2.04 during the related Prepayment Period; (iii) the principal portion of all other unscheduled collections on the Mortgage Loans (including, without limitation, Principal Prepayments in Full, Curtailments, Insurance Proceeds, Liquidation Proceeds and REO Proceeds) received during the related Prepayment Period (or deemed to have been so received) to the extent applied by the Master Servicer as recoveries of principal of the Mortgage Loans pursuant to Section 3.14; (iv) the lesser of (a) the Excess Cash Flow for such Distribution Date and (b) the principal portion of any Realized Losses (other than Excess Losses) incurred (or deemed to have been incurred) on any Mortgage Loans in the calendar month preceding such Distribution Date; and (v) the lesser of (a) the Excess Cash Flow for such Distribution Date (to the extent not used to cover Realized Losses pursuant to clause (iv) of this definition) and (b) the amount of any Overcollateralization Increase Amount for such Distribution Date; minus (vi) the amount of any Overcollateralization Reduction Amount for such Distribution Date. Principal Prepayment: Any payment of principal or other recovery on a Mortgage Loan, including a recovery that takes the form of Liquidation Proceeds or Insurance Proceeds, which is received in advance of its scheduled Due Date and is not accompanied by an amount as to interest -28- representing scheduled interest on such payment due on any date or dates in any month or months subsequent to the month of prepayment. Principal Prepayment in Full: Any Principal Prepayment made by a Mortgagor of the entire principal balance of a Mortgage Loan. Principal Remittance Amount: With respect to any Distribution Date, the sum of the amounts described in clauses (i), (ii) and (iii) of the definition of Principal Distribution Amount for that Distribution Date. Program Guide: The Residential Funding Seller Guide for mortgage collateral sellers that participate in Residential Funding's standard mortgage programs, and Residential Funding's Servicing Guide and any other subservicing arrangements which Residential Funding has arranged to accommodate the servicing of the Mortgage Loans. Purchase Price: With respect to any Mortgage Loan (or REO Property) required to be or otherwise purchased on any date pursuant to Section 2.02, 2.03, 2.04 or 4.07, an amount equal to the sum of (i) 100% of the Stated Principal Balance thereof plus the principal portion of any related unreimbursed Advances and (ii) unpaid accrued interest at the Adjusted Mortgage Rate (or Modified Net Mortgage Rate plus the rate per annum at which the Servicing Fee is calculated in the case of a Modified Mortgage Loan) (or at the Net Mortgage Rate (or Modified Net Mortgage Rate in the case of a Modified Mortgage Loan) in the case of a purchase made by the Master Servicer) on the Stated Principal Balance thereof to the first day of the month following the month of purchase from the Due Date to which interest was last paid by the Mortgagor. Qualified Substitute Mortgage Loan: A Mortgage Loan substituted by Residential Funding or the Depositor for a Deleted Mortgage Loan which must, on the date of such substitution, as confirmed in an Officers' Certificate delivered to the Trustee, (i) have an outstanding principal balance, after deduction of the principal portion of the monthly payment due in the month of substitution (or in the case of a substitution of more than one Mortgage Loan for a Deleted Mortgage Loan, an aggregate outstanding principal balance, after such deduction), not in excess of the Stated Principal Balance of the Deleted Mortgage Loan (the amount of any shortfall to be deposited by Residential Funding, in the Custodial Account in the month of substitution); (ii) have a Mortgage Rate and a Net Mortgage Rate no lower than and not more than 1% per annum higher than the Mortgage Rate and Net Mortgage Rate, respectively, of the Deleted Mortgage Loan as of the date of substitution; (iii) have a Loan-to-Value Ratio at the time of substitution no higher than that of the Deleted Mortgage Loan at the time of substitution; (iv) have a remaining term to stated maturity not greater than (and not more than one year less than) that of the Deleted Mortgage Loan; and (v) comply with each representation and warranty set forth in Sections 2.03 and 2.04 hereof and Section 4 of the Assignment Agreement. Rating Agency: Standard & Poor's and Moody's. If either agency or a successor is no longer in existence, "Rating Agency" shall be such statistical credit rating agency, or other -29- comparable Person, designated by the Depositor, notice of which designation shall be given to the Trustee and the Master Servicer. Realized Loss: With respect to each Mortgage Loan (or REO Property) as to which a Cash Liquidation or REO Disposition has occurred, an amount (not less than zero) equal to (i) the Stated Principal Balance of the Mortgage Loan (or REO Property) as of the date of Cash Liquidation or REO Disposition, plus (ii) interest (and REO Imputed Interest, if any) at the Net Mortgage Rate from the Due Date as to which interest was last paid or advanced to Certificateholders up to the last day of the month in which the Cash Liquidation (or REO Disposition) occurred on the Stated Principal Balance of such Mortgage Loan (or REO Property) outstanding during each Due Period that such interest was not paid or advanced, minus (iii) the proceeds, if any, received during the month in which such Cash Liquidation (or REO Disposition) occurred, to the extent applied as recoveries of interest at the Net Mortgage Rate and to principal of the Mortgage Loan, net of the portion thereof reimbursable to the Master Servicer or any Subservicer with respect to related Advances or expenses as to which the Master Servicer or Subservicer is entitled to reimbursement thereunder but which have not been previously reimbursed. With respect to each Mortgage Loan which is the subject of a Servicing Modification, (a) the amount by which the interest portion of a Monthly Payment or the principal balance of such Mortgage Loan was reduced, and (b) any such amount with respect to a Monthly Payment that was or would have been due in the month immediately following the month in which a Principal Prepayment or the Purchase Price of such Mortgage Loan is received or is deemed to have been received. With respect to each Mortgage Loan which has become the subject of a Deficient Valuation, the difference between the principal balance of the Mortgage Loan outstanding immediately prior to such Deficient Valuation and the principal balance of the Mortgage Loan as reduced by the Deficient Valuation. With respect to each Mortgage Loan which has become the object of a Debt Service Reduction, the amount of such Debt Service Reduction. Notwithstanding the above, neither a Deficient Valuation nor a Debt Service Reduction shall be deemed a Realized Loss hereunder so long as the Master Servicer has notified the Trustee in writing that the Master Servicer is diligently pursuing any remedies that may exist in connection with the representations and warranties made regarding the related Mortgage Loan and either (A) the related Mortgage Loan is not in default with regard to payments due thereunder or (B) delinquent payments of principal and interest under the related Mortgage Loan and any premiums on any applicable primary hazard insurance policy and any related escrow payments in respect of such Mortgage Loan are being advanced on a current basis by the Master Servicer or a Subservicer, in either case without giving effect to any Debt Service Reduction. Record Date: With respect to each Distribution Date, the close of business on the last Business Day of the month next preceding the month in which the related Distribution Date occurs. Regular Interest: Any one of the regular interests in the Trust Fund. Relief Act: The Soldiers' and Sailors' Civil Relief Act of 1940, as amended. REMIC: A "real estate mortgage investment conduit" within the meaning of Section 860D of the Code. -30- REMIC Administrator: Residential Funding Corporation. If Residential Funding Corporation is found by a court of competent jurisdiction to no longer be able to fulfill its obligations as REMIC Administrator under this Agreement the Master Servicer or Trustee acting as Master Servicer shall appoint a successor REMIC Administrator, subject to assumption of the REMIC Administrator obligations under this Agreement. REMIC I: The segregated pool of assets subject hereto, constituting a portion of the primary trust created hereby and to be administered hereunder, with respect to which a separate REMIC election is to be made (other than with respect to the items in clause (v) and the proceeds thereof), consisting of: (i) the Mortgage Loans and the related Mortgage Files; (ii) all payments on and collections in respect of the Mortgage Loans due after the Cut-off Date (other than Monthly Payments due in November 2000) as shall be on deposit in the Custodial Account or in the Certificate Account and identified as belonging to the Trust Fund; (iii) property which secured a Mortgage Loan and which has been acquired for the benefit of the Certificateholders by foreclosure or deed in lieu of foreclosure; (iv) the hazard insurance policies and Primary Insurance Policy pertaining to the Mortgage Loans, if any; and (v) all proceeds of clauses (i) through (iv) above. REMIC I Interest Loss Allocation Amount: With respect to any Distribution Date, an amount equal to (a) the product of (i) the aggregate Stated Principal Balance of the Mortgage Loans then outstanding and (ii) the Uncertificated Pass-Through Rate for REMIC I Regular Interest LT1 minus the Marker Rate, divided by (b) 12. REMIC I Overcollateralized Amount: With respect to any date of determination, (i) 1% of the aggregate Uncertificated Principal Balances of the REMIC I Regular Interests minus (ii) the Uncertificated Principal Balances of REMIC I Regular Interest LT2, LT3, LT4 and LT5, in each case as of such date of determination. REMIC I Principal Loss Allocation Amount: With respect to any Distribution Date, an amount equal to the product of (i) the aggregate Stated Principal Balance of the Mortgage Loans then outstanding and (ii) 1 minus a fraction, the numerator of which is two times the Uncertificated Principal Balances of REMIC I Regular Interests LT2, LT3, LT4, LT5, LT6, LT7, LT8 and LT9 and the denominator of which is the sum of the Uncertificated Principal Balances of REMIC I Regular Interests LT2, LT3, LT4, LT5, LT6, LT7, LT8, LT9 and LT10. -31- REMIC I Regular Interest LT1: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT2: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT3: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT4: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT5: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT6: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT7: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT8: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT9: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal -32- Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT10: A regular interest in REMIC I that is held as an asset of REMIC II, that has an initial principal balance equal to the related Uncertificated Principal Balance, that bears interest at the related Uncertificated Pass-Through Rate, and that has such other terms as are described herein. REMIC I Regular Interest LT10 Maximum Interest Deferral Amount: With respect to any Distribution Date, the excess of (i) Uncertificated Accrued Interest calculated with the REMIC I Regular Interest LT10 Uncertificated Pass-Through Rate and an Uncertificated Principal Balance equal to the Uncertificated Principal Balance of REMIC I Regular Interest LT10 minus the REMIC I Overcollateralized Amount, in each case for such Distribution Date, over (ii) Uncertificated Accrued Interest on REMIC I Regular Interest LT2 with the rate on REMIC I Regular Interest LT2 subject to a cap equal to the lesser of (a) LIBOR plus 0.14% per annum and (b) the Weighted Average Actual/360 Net Mortgage Rate for the purpose of this calculation, Uncertificated Accrued Interest on REMIC I Regular Interest LT3 with the rate on REMIC I Regular Interest LT3 subject to a cap equal to 7.21% per annum for the purpose of this calculation, Uncertificated Accrued Interest on REMIC I Regular Interest LT4 with the rate on REMIC I Regular Interest LT4 subject to a cap equal to 7.30% for the purpose of this calculation, Uncertificated Accrued Interest on REMIC I Regular Interest LT5 with the rate on REMIC I Regular Interest LT5 subject to a cap equal to 7.61% for the purpose of this calculation, Uncertificated Accrued Interest on REMIC I Regular Interest LT6 with the rate on REMIC I Regular Interest LT6 subject to a cap equal to (i) prior to the first Optional Termination Date 7.98% per annum and (ii) after the first possible Optional Termination Date, a per annum rate equal to 8.48% for the purpose of this calculation, Uncertificated Accrued Interest on REMIC I Regular Interest LT7 with the rate on REMIC I Regular Interest LT7 subject to a cap equal to the lesser of (a) (i) prior to the first Optional Termination Date 8.26% per annum and (ii) after the first possible Optional Termination Date, a per annum rate equal to 8.76% and (b) the Weighted Average Net Mortgage Rate for the purpose of this calculation, Uncertificated Accrued Interest on REMIC I Regular Interest LT8 with the rate on REMIC I Regular Interest LT8 subject to a cap equal to the lesser of (a) (i) prior to the first Optional Termination Date 8.50% per annum and (ii) after the first possible Optional Termination Date, a per annum rate equal to 9.00% and (b) the Weighted Average Net Mortgage Rate for the purpose of this calculation and Uncertificated Accrued Interest on REMIC I Regular Interest LT9 with the rate on REMIC I Regular Interest LT9 subject to a cap equal to the lesser of (a) (i) prior to the first Optional Termination Date 8.50% per annum and (ii) after the first possible Optional Termination Date, a per annum rate equal to 9.00% and (b) the Weighted Average Net Mortgage Rate, for the purpose of this calculation for such Distribution Date. REMIC I Required Overcollateralized Amount: 1% of the Required Overcollateralization Amount. REMIC Provisions: Provisions of the federal income tax law relating to real estate mortgage investment conduits, which appear at Sections 860A through 860G of Subchapter M of Chapter 1 of the Code, and related provisions, and temporary and final regulations (or, to the extent -33- not inconsistent with such temporary or final regulations, proposed regulations) and published rulings, notices and announcements promulgated thereunder, as the foregoing may be in effect from time to time. REO Acquisition: The acquisition by the Master Servicer on behalf of the Trustee for the benefit of the Certificateholders of any REO Property pursuant to Section 3.14. REO Disposition: As to any REO Property, a determination by the Master Servicer that it has received substantially all Insurance Proceeds, Liquidation Proceeds, REO Proceeds and other payments and recoveries (including proceeds of a final sale) which the Master Servicer expects to be finally recoverable from the sale or other disposition of the REO Property. REO Imputed Interest: As to any REO Property, for any period, an amount equivalent to interest (at a rate equal to the sum of the Net Mortgage Rate that would have been applicable to the related Mortgage Loan had it been outstanding) on the unpaid principal balance of the Mortgage Loan as of the date of acquisition thereof for such period. REO Proceeds: Proceeds, net of expenses, received in respect of any REO Property (including, without limitation, proceeds from the rental of the related Mortgaged Property) which proceeds are required to be deposited into the Custodial Account only upon the related REO Disposition. REO Property: A Mortgaged Property acquired by the Master Servicer through foreclosure or deed in lieu of foreclosure in connection with a defaulted Mortgage Loan. Repurchase Event: As defined in the Assignment Agreement. Request for Release: A request for release, the forms of which are attached as Exhibit G hereto, or an electronic request in a form acceptable to the Custodian. Required Insurance Policy: With respect to any Mortgage Loan, any insurance policy which is required to be maintained from time to time under this Agreement, the Program Guide or the related Subservicing Agreement in respect of such Mortgage Loan. Required Overcollateralization Amount: As of any Distribution Date, (a) if such Distribution Date is prior to the Stepdown Date, 2.75% of the Cut-off Date Balance, or (b) if such Distribution Date is on or after the Stepdown Date, 5.50% of the then current aggregate Stated Principal Balances of the Mortgage Loans as of the end of the related Due Period. The Required Overcollateralization Amount may be reduced with the prior notification to the Rating Agencies. -34- Residential Funding: Residential Funding Corporation, a Delaware corporation, in its capacity as seller of the Mortgage Loans to the Depositor and any successor thereto. Responsible Officer: When used with respect to the Trustee, any officer of the Corporate Trust Department of the Trustee, including any Senior Vice President, any Vice President, any Assistant Vice President, any Assistant Secretary, any Trust Officer or Assistant Trust Officer, or any other officer of the Trustee customarily performing functions similar to those performed by any of the above designated officers to whom, with respect to a particular matter, such matter is referred. Servicing Accounts: The account or accounts created and maintained pursuant to Section 3.08. Servicing Advances: All customary, reasonable and necessary "out of pocket" costs and expenses incurred in connection with a default, delinquency or other unanticipated event by the Master Servicer in the performance of its servicing obligations, including, but not limited to, the cost of (i) the preservation, restoration and protection of a Mortgaged Property, (ii) any enforcement or judicial proceedings, including foreclosures, including any expenses incurred in relation to any such proceedings that result from the Mortgage Loan being registered on the MERS System, (iii) the management and liquidation of any REO Property and (iv) compliance with the obligations under Sections 3.01, 3.08, 3.12(a) and 3.14, including, if the Master Servicer or any Affiliate of the Master Servicer provides services such as appraisals and brokerage services that are customarily provided by Persons other than servicers of mortgage loans, reasonable compensation for such services. Servicing Fee: With respect to any Mortgage Loan and Distribution Date, the fee payable monthly to the Master Servicer in respect of master servicing compensation that accrues at an annual rate equal to the Servicing Fee Rate multiplied by the Stated Principal Balance of such Mortgage Loan as of the related Due Date in the related Due Period, as may be adjusted pursuant to Section 3.16(e). Servicing Fee Rate: The per annum rate designated on the Mortgage Loan Schedule as the "MSTR SERV FEE," as may be adjusted with respect to successor Master Servicers as provided in Section 7.02. Servicing Modification: Any reduction of the interest rate on or the outstanding principal balance of a Mortgage Loan that is in default or, in the judgment of the Master Servicer, default is reasonably foreseeable pursuant to a modification of such Mortgage Loan in accordance with Section 3.07(a). Servicing Officer: Any officer of the Master Servicer involved in, or responsible for, the administration and servicing of the Mortgage Loans whose name and specimen signature appear on a list of servicing officers furnished to the Trustee by the Master Servicer, as such list may from time to time be amended. -35- Sixty-Plus Delinquency Percentage: With respect to any Distribution Date, the fraction, expressed as a percentage, equal to (x) the aggregate Stated Principal Balance of the Mortgage Loans that are 60 or more days delinquent in payment of principal and interest for that Distribution Date, including Mortgage Loans in foreclosure and REO Properties, over (y) the aggregate Stated Principal Balance of all of the Mortgage Loans immediately preceding that Distribution Date. Special Hazard Amount: As of any Distribution Date, an amount equal to $1,750,001.00 minus the sum of (i) the aggregate amount of Special Hazard Losses allocated to the Mortgage Loans through Subordination in accordance with Section 4.05 and (ii) the Adjustment Amount (as defined below) as most recently calculated. For each anniversary of the Cut-off Date, the "Adjustment Amount" shall be equal to the amount, if any, by which the amount calculated in accordance with the preceding sentence (without giving effect to the deduction of the Adjustment Amount for such anniversary) exceeds the greater of (A) the greatest of (i) twice the outstanding principal balance of the Mortgage Loan that has the largest outstanding principal balance on the Distribution Date immediately preceding such anniversary, (ii) the product of 1.00% multiplied by the outstanding principal balance of all Mortgage Loans on the Distribution Date immediately preceding such anniversary and (iii) the aggregate outstanding principal balance (as of the immediately preceding Distribution Date) of the Mortgage Loans in any single five-digit California zip code area with the largest amount of Mortgage Loans by aggregate principal balance as of such anniversary and (B) the greater of (i) the product of 0.50% multiplied by the outstanding principal balance of all Mortgage Loans on the Distribution Date immediately preceding such anniversary multiplied by a fraction, the numerator of which is equal to the aggregate outstanding principal balance (as of the immediately preceding Distribution Date) of all of the Mortgage Loans secured by Mortgaged Properties located in the State of California divided by the aggregate outstanding principal balance (as of the immediately preceding Distribution Date) of all of the Mortgage Loans, expressed as a percentage, and the denominator of which is equal to 29.94% (which percentage is equal to the percentage of Mortgage Loans initially secured by Mortgaged Properties located in the State of California) and (ii) the aggregate outstanding principal balance (as of the immediately preceding Distribution Date) of the largest Mortgage Loan secured by a Mortgaged Property located in the State of California. The Special Hazard Amount may be further reduced by the Master Servicer (including accelerating the manner in which coverage is reduced) provided that prior to any such reduction, the Master Servicer shall obtain written confirmation from each Rating Agency that such reduction shall not reduce the rating assigned to the Class A Certificates and Class M Certificates by such Rating Agency below the lower of the then-current rating or the rating assigned to such Certificates as of the Closing Date by such Rating Agency. Special Hazard Loss: Any Realized Loss not in excess of the lesser of the cost of repair or the cost of replacement of a Mortgaged Property suffered by such Mortgaged Property on account of direct physical loss, exclusive of (i) any loss of a type covered by a hazard policy or a flood insurance policy required to be maintained in respect of such Mortgaged Property pursuant to Section 3.12(a), except to the extent of the portion of such loss not covered as a result of any coinsurance provision and (ii) any Extraordinary Loss. -36- Standard & Poor's: Standard & Poor's, a division of The McGraw-Hill Companies, or its successor in interest. Startup Date: The day designated as such pursuant to Article X hereof. Stated Principal Balance: With respect to any Mortgage Loan or related REO Property, at any given time, (i) the Cut-off Date Principal Balance of the Mortgage Loan, minus (ii) the sum of (a) the principal portion of the Monthly Payments due with respect to such Mortgage Loan or REO Property during each Due Period ending prior to the most recent Distribution Date which were received or with respect to which an Advance was made, and (b) all Principal Prepayments with respect to such Mortgage Loan or REO Property, and all Insurance Proceeds, Liquidation Proceeds and REO Proceeds, to the extent applied by the Master Servicer as recoveries of principal in accordance with Section 3.14 with respect to such Mortgage Loan or REO Property, in each case which were distributed pursuant to Section 4.02 or 4.03 on any previous Distribution Date, and (c) any Realized Loss allocated to Certificateholders with respect thereto for any previous Distribution Date. Stepdown Date: The later to occur of (x) the Distribution Date in December 2003 and (y) the first Distribution Date on which the sum of (a) aggregate Certificate Principal Balance of the Class M Certificates immediately prior to that Distribution Date and (b) the Overcollateralization Amount immediately prior to that Distribution Date, is equal to or greater than 29.50% of the aggregate Stated Principal Balance of the Mortgage Loans as of the end of the preceding Due Period. Subordination: The provisions described in Section 4.05 relating to the allocation of Realized Losses. Subserviced Mortgage Loan: Any Mortgage Loan that, at the time of reference thereto, is subject to a Subservicing Agreement. Subservicer: Any Person with whom the Master Servicer has entered into a Subservicing Agreement and who generally satisfied the requirements set forth in the Program Guide in respect of the qualification of a Subservicer as of the date of its approval as a Subservicer by the Master Servicer. Subservicer Advance: Any delinquent installment of principal and interest on a Mortgage Loan which is advanced by the related Subservicer (net of its Subservicing Fee) pursuant to the Subservicing Agreement. Subservicing Account: An account established by a Subservicer in accordance with Section 3.08. Subservicing Agreement: The written contract between the Master Servicer and any Subservicer relating to servicing and administration of certain Mortgage Loans as provided in -37- Section 3.02, generally in the form of the servicer contract referred to or contained in the Program Guide or in such other form as has been approved by the Master Servicer and the Depositor. Subservicing Fee: As to any Mortgage Loan, the fee payable monthly to the related Subservicer (or, in the case of a Nonsubserviced Mortgage Loan, to the Master Servicer) in respect of subservicing and other compensation that accrues with respect to each Distribution Date at an annual rate designated as "SUBSERV FEE" in Exhibit F. Tax Returns: The federal income tax return on Internal Revenue Service Form 1066, U.S. Real Estate Mortgage Investment Conduit Income Tax Return, including Schedule Q thereto, Quarterly Notice to Residual Interest Holders of REMIC Taxable Income or Net Loss Allocation, or any successor forms, to be filed on behalf of REMIC I and REMIC II due to their classification as REMICs under the REMIC Provisions, together with any and all other information, reports or returns that may be required to be furnished to the Certificateholders or filed with the Internal Revenue Service or any other governmental taxing authority under any applicable provisions of federal, state or local tax laws. Transfer: Any direct or indirect transfer, sale, pledge, hypothecation or other form of assignment of any Ownership Interest in a Certificate. Transferee: Any Person who is acquiring by Transfer any Ownership Interest in a Certificate. Transferor: Any Person who is disposing by Transfer of any Ownership Interest in a Certificate. Trigger Event: A Trigger Event is in effect with respect to any Distribution Date on or after the Stepdown Date if any of the following conditions are met: (i) the three-month average of the Sixty-Plus Delinquency Percentage, as determined on that Distribution Date and the immediately preceding two Distribution Dates, exceeds 8%; (ii) if the Distribution Date is occurring before the Distribution Date in December 2004, the aggregate amount of Realized Losses, other than Excess Losses, on the Mortgage Loans since the Cut-off Date exceeds 2.80% of the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date; (iii) if the Distribution Date is occurring before the Distribution Date in December 2005, the aggregate amount of Realized Losses, other than Excess Losses, on the Mortgage Loans since the Cut-off Date exceeds 3.00% of the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date; or -38- (iv) if the Distribution Date is occurring on or after the Distribution Date in December 2005, the aggregate amount of Realized Losses, other than Excess Losses, on the Mortgage Loans since the Cut-off Date exceeds 3.25% of the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date. Trust Fund: Collectively, the assets of REMIC I and REMIC II. Uniform Single Attestation Program for Mortgage Bankers: The Uniform Single Attestation Program for Mortgage Bankers, as published by the Mortgage Bankers Association of America and effective with respect to fiscal periods ending on or after December 15, 1995. Uncertificated Accrued Interest: With respect to any Uncertificated Regular Interest for any Distribution Date, one month's interest at the related Uncertificated Pass-Through Rate for such Distribution Date, accrued on the Uncertificated Principal Balance, as applicable, immediately prior to such Distribution Date. Uncertificated Accrued Interest for the Uncertificated Regular Interests shall accrue on the basis of a 360-day year consisting of twelve 30-day months. For purposes of calculating the amount of Uncertificated Accrued Interest for the REMIC I Regular Interests for any Distribution Date, any Prepayment Interest Shortfalls (to the extent not covered by Compensating Interest) relating to the Mortgage Loans for any Distribution Date and Realized Losses on the Mortgage Loans to the extent allocated to Uncertificated Accrued Interest pursuant to Section 4.05(c)(i) shall be allocated first, to Uncertificated Accrued Interest payable to REMIC I Regular Interest LT1 and REMIC I Regular Interest LT10 up to an aggregate amount equal to the REMIC I Interest Loss Allocation Amount, 98% and 2%, respectively, and thereafter any remaining Prepayment Interest Shortfalls (to the extent not covered by Compensating Interest) relating to the Mortgage Loans for any Distribution Date shall be allocated among REMIC I Regular Interests LT1, LT2, LT3, LT4, LT5, LT6, LT7, LT8, LT9 and LT10 pro rata based on, and to the extent of, Uncertificated Accrued Interest, as calculated without application of this sentence. Uncertificated Pass-Through Rate: With respect to each of REMIC I Regular Interest LT2, LT3, LT4, LT5, LT6, LT7, LT8, LT9 and LT10 and each Interest Accrual Period, the Weighted Average Net Mortgage Rate. With respect to each of REMIC I Regular Interest LT1 and each Interest Accrual Period, the Weighted Average Actual/360 Net Mortgage Rate. Uncertificated Principal Balance: The principal amount of any Uncertificated Regular Interest outstanding as of any date of determination. As of the Closing Date, the Uncertificated Principal Balance of each Uncertificated Regular Interest shall equal the amount set forth in the Preliminary Statement hereto as its initial principal balance. In the case of REMIC I Regular Interest LT1, the initial Uncertificated Principal Balance is equal to 98% of the Stated Principal Balance of the Mortgage Loans as of the Cut-off Date. In the case of the REMIC I Regular Interest LT2 , the initial Uncertificated Principal Balance is equal to 1% of the Certificate Principal Balance of the Class A-1 Certificates as of the Closing Date. In the case of the REMIC I Regular Interest LT3, the initial Uncertificated Principal Balance is equal to 1% of the Certificate Principal Balance of the Class A-2 Certificates as of the Closing Date. In the case of the REMIC I Regular Interest LT4, the initial Uncertificated Principal Balance is equal to 1% of the Certificate Principal Balance of the -39- Class A-3 Certificates as of the Closing Date. In the case of the REMIC I Regular Interest LT5, the initial Uncertificated Principal Balance is equal to 1% of the Certificate Principal Balance of the Class A-4 Certificates as of the Closing Date. In the case of the REMIC I Regular Interest LT6, the initial Uncertificated Principal Balance is equal to 1% of the Certificate Principal Balance of the Class A-5 Certificates as of the Closing Date. In the case of the REMIC I Regular Interest LT7, the initial Uncertificated Principal Balance is equal to 1% of the Certificate Principal Balance of the Class M-1 Certificates as of the Closing Date. In the case of the REMIC I Regular Interest LT8, the initial Uncertificated Principal Balance is equal to 1% of the Certificate Principal Balance of the Class M-2 Certificates as of the Closing Date. In the case of the REMIC I Regular Interest LT9, the initial Uncertificated Principal Balance is equal to 1% of the Certificate Principal Balance of the Class M-3 Certificates as of the Closing Date. In the case of the REMIC I Regular Interest LT10, the initial Uncertificated Principal Balance is equal to 1% of the Stated Principal Balance of the Mortgage Loans as of the Cut-off Date plus 1% of the Overcollateralization Amount as of the Closing Date. On each Distribution Date, the Uncertificated Principal Balance of each Uncertificated Regular Interest shall be reduced by all distributions of principal made on such Uncertificated Regular Interest, as applicable, on such Distribution Date and, if and to the extent necessary and appropriate, shall be further reduced on such Distribution Date by Realized Losses. The Uncertificated Balance of each Uncertificated Regular Interest shall never be less than zero. Uncertificated Regular Interests: The REMIC I Regular Interests. Uninsured Cause: Any cause of damage to property subject to a Mortgage such that the complete restoration of such property is not fully reimbursable by the hazard insurance policies. United States Person: A citizen or resident of the United States, a corporation, partnership or other entity (treated as a corporation or partnership for United States federal income tax purposes) created or organized in, or under the laws of, the United States, any state thereof, or the District of Columbia (except in the case of a partnership, to the extent provided in Treasury regulations) provided that, for purposes solely of the restrictions on the transfer of Class R Certificates, no partnership or other entity treated as a partnership for United States federal income tax purposes shall be treated as a United States Person unless all persons that own an interest in such partnership either directly or through any entity that is not a corporation for United States federal income tax purposes are required by the applicable operative agreement to be United States Persons, or an estate that is described in Section 7701(a)(30)(D) of the Code, or a trust that is described in Section 7701(a)(30)(E) of the Code. VA: The Veterans Administration, or its successor. Voting Rights: The portion of the voting rights of all of the Certificates which is allocated to any Certificate. 98.00% of all of the Voting Rights shall be allocated among Holders of the Class A Certificates, in proportion to the outstanding Certificate Principal Balances of their respective Certificates; 1% of all of the Voting Rights shall be allocated among the Holders of the Class SB Certificates, respectively; 0.50% and 0.50% of all of the Voting Rights shall be allocated among the Holders of the Class R-I and Class R-II Certificates, respectively; in each case to be -40- allocated among the Certificates of such Class in accordance with their respective Percentage Interest. Weighted Average Net Mortgage Rate: With respect to any Distribution Date and the Certificates and the Uncertificated REMIC I Regular Interest (other than the Class A-1 Certificates and Uncertificated REMIC I Regular Interest LT2), a per annum rate equal to the weighted average of the Net Mortgage Rates (or, if applicable, the Modified Net Mortgage Rates) on the Mortgage Loans, weighted on the basis of the respective Stated Principal Balances thereof immediately preceding such Distribution Date. Weighted Average Actual/360 Net Mortgage Rate: With respect to any Distribution Date and the Class A-1 Certificates and Uncertificated REMIC I Regular Interest LT2, the product of (i) the Weighted Average Net Mortgage Rate and (ii) a fraction equal to 30 divided by the actual number of days in the related Interest Accrual Period. Section 1.02. Determination of LIBOR. LIBOR applicable to the calculation of the Pass-Through Rate on the Class A-1 Certificates for any Interest Accrual Period will be determined on each LIBOR Rate Adjustment Date. On each LIBOR Rate Adjustment Date, LIBOR shall be established by the Trustee and, as to any Interest Accrual Period, will equal the rate for one month United States dollar deposits that appears on the Telerate Screen Page 3750 as of 11:00 a.m., London time, on such LIBOR Rate Adjustment Date. "Telerate Screen Page 3750" means the display designated as page 3750 on the Telerate Service (or such other page as may replace page 3750 on that service for the purpose of displaying London interbank offered rates of major banks). If such rate does not appear on such page (or such other page as may replace that page on that service, or if such service is no longer offered, LIBOR shall be so established by use of such other service for displaying LIBOR or comparable rates as may be selected by the Trustee after consultation with the Master Servicer), the rate will be the Reference Bank Rate. The "Reference Bank Rate" will be determined on the basis of the rates at which deposits in U.S. Dollars are offered by the reference banks (which shall be any three major banks that are engaged in transactions in the London interbank market, selected by the Trustee after consultation with the Master Servicer) as of 11:00 a.m., London time, on the LIBOR Rate Adjustment Date to prime banks in the London interbank market for a period of one month in amounts approximately equal to the Certificate Principal Balance of the Class A-1 Certificates then outstanding. The Trustee will request the principal London office of each of the reference banks to provide a quotation of its rate. If at least two such quotations are provided, the rate will be the arithmetic mean of the quotations rounded up to the next multiple of 1/16%. If on such date fewer than two quotations are provided as requested, the rate will be the arithmetic mean of the rates quoted by one or more major banks in New York City, selected by the Trustee after consultation with the Master Servicer, as of 11:00 a.m., New York City time, on such date for loans in U.S. Dollars to leading European banks for a period of one month in amounts approximately equal to the aggregate Certificate Principal Balance of the Class A-1 Certificates then outstanding. If no such -41- quotations can be obtained, the rate will be LIBOR for the prior Distribution Date; provided however, if, under the priorities described above, LIBOR for a Distribution Date would be based on LIBOR for the previous Distribution Date for the third consecutive Distribution Date, the Trustee shall select an alternative comparable index (over which the Trustee has no control), used for determining one-month Eurodollar lending rates that is calculated and published (or otherwise made available) by an independent party. The establishment of LIBOR by the Trustee on any LIBOR Rate Adjustment Date and the Trustee's subsequent calculation of the Pass-Through Rate applicable to the Class A-1 Certificates for the relevant Interest Accrual Period, in the absence of manifest error, will be final and binding. Promptly following each LIBOR Rate Adjustment Date the Trustee shall supply the Master Servicer with the results of its determination of LIBOR on such date. Furthermore, the Trustee will supply to any Certificateholder so requesting by telephone the Pass-Through Rate on the Class A-1 Certificates for the current and the immediately preceding Interest Accrual Period. -42- ARTICLE II CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES Section 2.01. Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, does hereby assign to the Trustee without recourse all the right, title and interest of the Depositor in and to (i) the Mortgage Loans, including all interest and principal received on or with respect to the Mortgage Loans after the Cut-off Date (other than payments of principal and interest due on the Mortgage Loans in the month of November 2000); and (ii) all proceeds of the foregoing. (b) In connection with such assignment, and contemporaneously with the delivery of this Agreement, except as set forth in Section 2.01(c) below, the Depositor does hereby deliver to, and deposit with, the Trustee, or to and with one or more Custodians, as the duly appointed agent or agents of the Trustee for such purpose, the following documents or instruments (or copies thereof as permitted by this Section) with respect to each Mortgage Loan so assigned: (i) The original Mortgage Note, endorsed without recourse to the order of the Trustee and showing an unbroken chain of endorsements from the originator thereof to the Person endorsing it to the Trustee, or with respect to any Destroyed Mortgage Note, an original lost note affidavit from the related Person stating that the original Mortgage Note was lost, misplaced or destroyed, together with a copy of the related Mortgage Note; (ii) The original Mortgage, noting the presence of the MIN of the Mortgage Loan and language indicating that the Mortgage Loan is a MOM Loan if the Mortgage Loan is a MOM Loan, with evidence of recording thereon or, if the original Mortgage has not yet been returned from the public recording office, a copy of the original Mortgage certified by the public recording office in which such original Mortgage with evidence of recording indicated thereon; (iii) Unless the Mortgage Loan is registered on the MERS(R) System, the assignment (which may be included in one or more blanket assignments if permitted by applicable law) of the Mortgage to the Trustee with evidence of recording indicated thereon or a copy of such assignment certified by the public recording office in which such assignment with evidence of recording indicated thereon; (iv) The original recorded assignment or assignments of the Mortgage showing an unbroken chain of title from the originator to the Person assigning it to the Trustee (or to MERS, if the Mortgage Loan is registered on the MERS(R) System and noting the presence of a MIN) with evidence of recordation noted thereon or attached thereto, or a -43- copy of such assignment or assignments of the Mortgage with evidence of recording indicated thereon; and (v) The original of each modification, assumption agreement or preferred loan agreement, if any, relating to such Mortgage Loan, or a copy of each modification, assumption agreement or preferred loan agreement; (c) The Depositor may, in lieu of delivering the documents set forth in Section 2.01(b)(iv) and (v) to the Trustee or the Custodian or Custodians, deliver such documents to the Master Servicer, and the Master Servicer shall hold such documents in trust for the use and benefit of all present and future Certificateholders until such time as is set forth below. Within thirty Business Days following the earlier of (i) the receipt of the original of all of the documents or instruments set forth in Section 2.01(b)(iv) and (v) (or copies thereof as permitted by such Section) for any Mortgage Loan and (ii) a written request by the Trustee to deliver those documents with respect to any or all of the Mortgage Loans then being held by the Master Servicer, the Master Servicer shall deliver a complete set of such documents to the Trustee or the Custodian or Custodians that are the duly appointed agent or agents of the Trustee. On the Closing Date, the Master Servicer shall certify that it has in its possession an original or copy of each of the documents referred to in Section 2.01(b)(iv) and (v) which has been delivered to it by the Depositor. (d) In connection with any Mortgage Loan, if the Depositor cannot deliver the Mortgage, any assignment, modification, assumption agreement or preferred loan agreement (or copy thereof as permitted by Section 2.01(b)) with evidence of recording thereon concurrently with the execution and delivery of this Agreement because of (i) a delay caused by the public recording office where such Mortgage, assignment, modification, assumption agreement or preferred loan agreement as the case may be, has been delivered for recordation, or (ii) a delay in the receipt of certain information necessary to prepare the related assignments, the Depositor shall deliver or cause to be delivered to the Trustee or the respective Custodian a copy of such Mortgage, assignment, modification, assumption agreement or preferred loan agreement. The Depositor shall promptly cause to be recorded in the appropriate public office for real property records the Assignment referred to in clause(iii) of Section 2.01(b), except (a) in states where, in the opinion of counsel acceptable to the Trustee and the Master Servicer, such recording is not required to protect the Trustee's interests in the Mortgage Loan or (b) if MERS is identified on the Mortgage or on a properly recorded assignment of the Mortgage as the mortgagee of record solely as nominee for Residential Funding and its successors and assigns. If any Assignment, Form UCC-3 or Form UCC-1, as applicable, is lost or returned unrecorded to the Depositor because of any defect therein, the Depositor shall prepare a substitute Assignment, Form UCC-3 or Form UCC-1, as applicable, or cure such defect, as the case may be, and cause such Assignment to be recorded in accordance with this paragraph. The Depositor shall promptly deliver or cause to be delivered to the Trustee or the respective Custodian such Mortgage or assignment, Form UCC-3 or Form UCC-1, as applicable, (or copy thereof as permitted by Section 2.01(b)) with -44- evidence of recording indicated thereon upon receipt thereof from the public recording office or from the related Subservicer. If the Depositor delivers to the Trustee or Custodian any Mortgage Note or Assignment of Mortgage in blank, the Depositor shall, or shall cause the Custodian to, complete the endorsement of the Mortgage Note and the Assignment of Mortgage in the name of the Trustee in conjunction with the Interim Certification issued by the Custodian, as contemplated by Section 2.02. In connection with the assignment of any Mortgage Loan registered on the MERS(R) System, the Depositor further agrees that it will cause, at the Depositor's own expense, within 30 Business Days after the Closing Date, the MERS(R) System to indicate that such Mortgage Loans have been assigned by the Depositor to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field "Pool Field" which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Depositor further agrees that it will not, and will not permit the Master Servicer to, and the Master Servicer agrees that it will not, alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. (e) It is intended that the conveyances by the Depositor to the Trustee of the Mortgage Loans as provided for in this Section 2.01 be construed as a sale by the Depositor to the Trustee of the Mortgage Loans for the benefit of the Certificateholders. Further, it is not intended that any such conveyance be deemed to be a pledge of the Mortgage Loans by the Depositor to the Trustee to secure a debt or other obligation of the Depositor. However, in the event that the Mortgage Loans are held to be property of the Depositor or of Residential Funding, or if for any reason this Agreement is held or deemed to create a security interest in the Mortgage Loans, then it is intended that (a) this Agreement shall also be deemed to be a security agreement within the meaning of Articles 8 and 9 of the New York Uniform Commercial Code and the Uniform Commercial Code of any other applicable jurisdiction; (b) the conveyances provided for in this Section 2.01 shall be deemed to be (1) a grant by the Depositor to the Trustee of a security interest in all of the Depositor's right (including the power to convey title thereto), title and interest, whether now owned or hereafter acquired, in and to (A) the Mortgage Loans, including the related Mortgage Note, the Mortgage, any insurance policies and all other documents in the related Mortgage File, (B) all amounts payable pursuant to the Mortgage Loans in accordance with the terms thereof and (C) any and all general intangibles consisting of, arising from or relating to any of the foregoing, and all proceeds of the conversion, voluntary or involuntary, of the foregoing into cash, instruments, securities or other property, including without limitation all amounts from time to time held or invested in the Certificate Account or the Custodial Account, whether in the form of cash, instruments, securities or other property and (2) an assignment by the Depositor to the Trustee of any security interest in any and all of Residential Funding's right (including the power to convey title thereto), title and interest, whether now owned or hereafter acquired, in and to the property described in the foregoing clauses (1)(A), (B) and (C) granted by Residential Funding to the Depositor pursuant to the Assignment Agreement; (c) the possession by the Trustee, the Custodian or any other agent -45- of the Trustee of Mortgage Notes or such other items of property as constitute instruments, money, negotiable documents or chattel paper shall be deemed to be "possession by the secured party," or possession by a purchaser or a person designated by such secured party, for purposes of perfecting the security interest pursuant to the Minnesota Uniform Commercial Code and the Uniform Commercial Code of any other applicable jurisdiction (including, without limitation, Section 9-115, 9-305, 8-102, 8-301, 8-501 and 8-503 thereof); and (d) notifications to persons holding such property, and acknowledgments, receipts or confirmations from persons holding such property, shall be deemed notifications to, or acknowledgments, receipts or confirmations from, financial intermediaries, bailees or agents (as applicable) of the Trustee for the purpose of perfecting such security interest under applicable law. The Depositor and, at the Depositor's direction, Residential Funding and the Trustee shall, to the extent consistent with this Agreement, take such reasonable actions as may be necessary to ensure that, if this Agreement were deemed to create a security interest in the Mortgage Loans and the other property described above, such security interest would be deemed to be a perfected security interest of first priority under applicable law and will be maintained as such throughout the term of this Agreement. Without limiting the generality of the foregoing, the Depositor shall prepare and deliver to the Trustee not less than 15 days prior to any filing date and, the Trustee shall forward for filing, or shall cause to be forwarded for filing, at the expense of the Depositor, all filings necessary to maintain the effectiveness of any original filings necessary under the Uniform Commercial Code as in effect in any jurisdiction to perfect the Trustee's security interest in or lien on the Mortgage Loans as evidenced by an Officers' Certificate of the Depositor, including without limitation (x) continuation statements, and (y) such other statements as may be occasioned by (1) any change of name of Residential Funding, the Depositor or the Trustee (such preparation and filing shall be at the expense of the Trustee, if occasioned by a change in the Trustee's name), (2) any change of location of the place of business or the chief executive office of Residential Funding or the Depositor or (3) any transfer of any interest of Residential Funding or the Depositor in any Mortgage Loan. Section 2.02. Acceptance by Trustee. The Trustee acknowledges receipt (or, with respect to Mortgage Loans subject to a Custodial Agreement, and based solely upon a receipt or certification executed by the Custodian, receipt by the respective Custodian as the duly appointed agent of the Trustee) of the documents referred to in Section 2.01(b)(i) through (iii) above (except that for purposes of such acknowledgment only, a Mortgage Note may be endorsed in blank and an Assignment of Mortgage may be in blank) and declares that it, or a Custodian as its agent, holds and will hold such documents and the other documents constituting a part of the Mortgage Files delivered to it, or a Custodian as its agent, in trust for the use and benefit of all present and future Certificateholders. The Trustee or Custodian (such Custodian being so obligated under a Custodial Agreement) agrees, for the benefit of Certificateholders, to review each Mortgage File delivered to it pursuant to Section 2.01(b) within 45 days after the Closing Date to ascertain that all required documents (specifically as set forth in Section 2.01(b)), have been executed and received, and that such documents relate to the Mortgage Loans identified on the Mortgage Loan Schedule, as supplemented, that have been conveyed to it, and to deliver to the Trustee a certificate (the "Interim Certificate") to the effect that all documents required to be delivered pursuant to Section 2.01(b) above have been executed and received and that -46- such documents relate to the Mortgage Loans identified on the Mortgage Loan Schedule, except for any exceptions listed on Schedule A attached to such Interim Certification. Upon delivery of the Mortgage Files by the Depositor or the Master Servicer, the Trustee shall acknowledge receipt (or, with respect to Mortgage Loans subject to a Custodial Agreement, and based solely upon a receipt or certification executed by the Custodian, receipt by the respective Custodian as the duly appointed agent of the Trustee) of the documents referred to in Section 2.01(c) above. The Trustee or Custodian (such Custodian being so obligated under a Custodial Agreement) agrees to review each Mortgage File delivered to it pursuant to Section 2.01(c) within 45 days after receipt thereof to ascertain that all documents required to be delivered pursuant to such Section have been received, and that such documents relate to the Mortgage Loans identified on the Mortgage Loan Schedule, as supplemented, that have been conveyed to it. If the Custodian, as the Trustee's agent, finds any document or documents constituting a part of a Mortgage File to be missing or defective, the Trustee shall promptly so notify the Master Servicer and the Depositor; provided, that if the Mortgage Loan related to such Mortgage File is listed on Schedule A of the Assignment Agreement, no notification shall be necessary. Pursuant to Section 2.3 of the Custodial Agreement, the Custodian will notify the Master Servicer, the Depositor and the Trustee of any such omission or defect found by it in respect of any Mortgage File held by it. If such omission or defect materially and adversely affects the interests in the related Mortgage Loan of the Certificateholders, the Master Servicer shall promptly notify the related Subservicer of such omission or defect and request that such Subservicer correct or cure such omission or defect within 60 days from the date the Master Servicer was notified of such omission or defect and, if such Subservicer does not correct or cure such omission or defect within such period, that such Subservicer purchase such Mortgage Loan from the Trust Fund at its Purchase Price, in either case within 90 days from the date the Master Servicer was notified of such omission or defect; provided that if the omission or defect would cause the Mortgage Loan to be other than a "qualified mortgage" as defined in Section 860G(a)(3) of the Code, any such cure or repurchase must occur within 90 days from the date such breach was discovered; and provided further, that no cure, substitution or repurchase shall be required if such omission or defect is in respect of a Mortgage Loan listed on Schedule A of the Assignment Agreement. The Purchase Price for any such Mortgage Loan shall be deposited or caused to be deposited by the Master Servicer in the Custodial Account maintained by it pursuant to Section 3.07 and, upon receipt by the Trustee of written notification of such deposit signed by a Servicing Officer, the Trustee or any Custodian, as the case may be, shall release to the Master Servicer the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicer, in each case without recourse, as shall be necessary to vest in the Subservicer or its designee, as the case may be, any Mortgage Loan released pursuant hereto and thereafter such Mortgage Loan shall not be part of the Trust Fund. In furtherance of the foregoing, if the Subservicer or Residential Funding that repurchases the Mortgage Loan is not a member of MERS and the Mortgage is registered on the MERS(R) System, the Master Servicer, at its own expense and without any right of reimbursement, shall cause MERS to execute and deliver an assignment of the Mortgage in recordable form to transfer the Mortgage from MERS to such Subservicer or Residential Funding and shall cause such Mortgage to be removed from registration on the MERS(R) System in accordance with MERS' rules and regulations. It is understood and agreed that the obligation of the Subservicer, to so cure or purchase any Mortgage Loan as to which a material and adverse defect in -47- or omission of a constituent document exists shall constitute the sole remedy respecting such defect or omission available to Certificateholders or the Trustee on behalf of Certificateholders. Section 2.03. Representations, Warranties and Covenants of the Master Servicer and the Depositor. (a) The Master Servicer hereby represents and warrants to the Trustee for the benefit of the Certificateholders that: (i) The Master Servicer is a corporation duly organized, validly existing and in good standing under the laws governing its creation and existence and is or will be in compliance with the laws of each state in which any Mortgaged Property is located to the extent necessary to ensure the enforceability of each Mortgage Loan in accordance with the terms of this Agreement; (ii) The execution and delivery of this Agreement by the Master Servicer and its performance and compliance with the terms of this Agreement will not violate the Master Servicer's Certificate of Incorporation or Bylaws or constitute a material default (or an event which, with notice or lapse of time, or both, would constitute a material default) under, or result in the material breach of, any material contract, agreement or other instrument to which the Master Servicer is a party or which may be applicable to the Master Servicer or any of its assets; (iii) This Agreement, assuming due authorization, execution and delivery by the Trustee and the Depositor, constitutes a valid, legal and binding obligation of the Master Servicer, enforceable against it in accordance with the terms hereof subject to applicable bankruptcy, insolvency, reorganization, moratorium and other laws affecting the enforcement of creditors' rights generally and to general principles of equity, regardless of whether such enforcement is considered in a proceeding in equity or at law; (iv) The Master Servicer is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or other) or operations of the Master Servicer or its properties or might have consequences that would materially adversely affect its performance hereunder; (v) No litigation is pending or, to the best of the Master Servicer's knowledge, threatened against the Master Servicer which would prohibit its entering into this Agreement or performing its obligations under this Agreement; -48- (vi) The Master Servicer will comply in all material respects in the performance of this Agreement with all reasonable rules and requirements of each insurer under each Required Insurance Policy; (vii) No information, certificate of an officer, statement furnished in writing or report delivered to the Depositor, any Affiliate of the Depositor or the Trustee by the Master Servicer will, to the knowledge of the Master Servicer, contain any untrue statement of a material fact or omit a material fact necessary to make the information, certificate, statement or report not misleading; (viii) The Master Servicer has examined each existing, and will examine each new, Subservicing Agreement and is or will be familiar with the terms thereof. The terms of each existing Subservicing Agreement and each designated Subservicer are acceptable to the Master Servicer and any new Subservicing Agreements will comply with the provisions of Section 3.02; and (ix) The Master Servicer is a member of MERS in good standing, and will comply in all material respects with the rules and procedures of MERS in connection with the servicing of the Mortgage Loans that are registered with MERS. It is understood and agreed that the representations and warranties set forth in this Section 2.03(a) shall survive delivery of the respective Mortgage Files to the Trustee or any Custodian. Upon discovery by either the Depositor, the Master Servicer, the Trustee or any Custodian of a breach of any representation or warranty set forth in this Section 2.03(a) which materially and adversely affects the interests of the Certificateholders in any Mortgage Loan, the party discovering such breach shall give prompt written notice to the other parties (any Custodian being so obligated under a Custodial Agreement). Within 90 days of its discovery or its receipt of notice of such breach, the Master Servicer shall either (i) cure such breach in all material respects or (ii) to the extent that such breach is with respect to a Mortgage Loan or a related document, purchase such Mortgage Loan from the Trust Fund at the Purchase Price and in the manner set forth in Section 2.02; provided that if the omission or defect would cause the Mortgage Loan to be other than a "qualified mortgage" as defined in Section 860G(a)(3) of the Code, any such cure or repurchase must occur within 90 days from the date such breach was discovered. The obligation of the Master Servicer to cure such breach or to so purchase such Mortgage Loan shall constitute the sole remedy in respect of a breach of a representation and warranty set forth in this Section 2.03(a) available to the Certificateholders or the Trustee on behalf of the Certificateholders. (b) The Depositor hereby represents and warrants to the Trustee for the benefit of the Certificateholders that as of the Closing Date (or, if otherwise specified below, as of the date so specified): -49- (i) The information set forth in Exhibit F hereto with respect to each Mortgage Loan or the Mortgage Loans, as the case may be, is true and correct in all material respects at the respective date or dates which such information is furnished; (ii) Immediately prior to the conveyance of the Mortgage Loans to the Trustee, the Depositor had good title to, and was the sole owner of, each Mortgage Loan free and clear of any pledge, lien, encumbrance or security interest (other than rights to servicing and related compensation) and such conveyance validly transfers ownership of the Mortgage Loans to the Trustee free and clear of any pledge, lien, encumbrance or security interest; and (iii) Each Mortgage Loan constitutes a qualified mortgage under Section 860G(a)(3)(A) of the Code and Treasury Regulations Section 1.860G-2(a)(1). It is understood and agreed that the representations and warranties set forth in this Section 2.03(b) shall survive delivery of the respective Mortgage Files to the Trustee or any Custodian. Upon discovery by any of the Depositor, the Master Servicer, the Trustee or any Custodian of a breach of any of the representations and warranties set forth in this Section 2.03(b) which materially and adversely affects the interests of the Certificateholders in any Mortgage Loan, the party discovering such breach shall give prompt written notice to the other parties (any Custodian being so obligated under a Custodial Agreement); provided, however, that in the event of a breach of the representation and warranty set forth in Section 2.03(b)(iii), the party discovering such breach shall give such notice within five days of discovery. Within 90 days of its discovery or its receipt of notice of breach, the Depositor shall either (i) cure such breach in all material respects or (ii) purchase such Mortgage Loan from the Trust Fund at the Purchase Price and in the manner set forth in Section 2.02; provided that the Depositor shall have the option to substitute a Qualified Substitute Mortgage Loan or Loans for such Mortgage Loan if such substitution occurs within two years following the Closing Date; provided that if the omission or defect would cause the Mortgage Loan to be other than a "qualified mortgage" as defined in Section 860G(a)(3) of the Code, any such cure, substitution or repurchase must occur within 90 days from the date such breach was discovered. Any such substitution shall be effected by the Depositor under the same terms and conditions as provided in Section 2.04 for substitutions by Residential Funding. It is understood and agreed that the obligation of the Depositor to cure such breach or to so purchase or substitute for any Mortgage Loan as to which such a breach has occurred and is continuing shall constitute the sole remedy respecting such breach available to the Certificateholders or the Trustee on behalf of the Certificateholders. Notwithstanding the foregoing, the Depositor shall not be required to cure breaches or purchase or substitute for Mortgage Loans as provided in this Section 2.03(b) if the substance of the breach of a representation set forth above also constitutes fraud in the origination of the Mortgage Loan. Section 2.04. Representations and Warranties of Residential Funding. The Depositor, as assignee of Residential Funding under the Assignment Agreement, hereby assigns to the Trustee for the benefit of the Certificateholders all of its right, title and interest in respect of the Assignment Agreement applicable to a Mortgage Loan. Insofar as the Assignment -50- Agreement relates to the representations and warranties made by Residential Funding in respect of such Mortgage Loan and any remedies provided thereunder for any breach of such representations and warranties, such right, title and interest may be enforced by the Master Servicer on behalf of the Trustee and the Certificateholders. Upon the discovery by the Depositor, the Master Servicer, the Trustee or any Custodian of a breach of any of the representations and warranties made in the Assignment Agreement in respect of any Mortgage Loan or of any Repurchase Event which materially and adversely affects the interests of the Certificateholders in such Mortgage Loan, the party discovering such breach shall give prompt written notice to the other parties (any Custodian being so obligated under a Custodial Agreement). The Master Servicer shall promptly notify Residential Funding of such breach or Repurchase Event and request that Residential Funding either (i) cure such breach or Repurchase Event in all material respects within 90 days from the date the Master Servicer was notified of such breach or Repurchase Event or (ii) purchase such Mortgage Loan from the Trust Fund at the Purchase Price and in the manner set forth in Section 2.02; provided that, in the case of a breach or Repurchase Event under the Assignment Agreement, Residential Funding shall have the option to substitute a Qualified Substitute Mortgage Loan or Loans for such Mortgage Loan if such substitution occurs within two years following the Closing Date; provided that if the breach would cause the Mortgage Loan to be other than a "qualified mortgage" as defined in Section 860G(a)(3) of the Code, any such cure or substitution must occur within 90 days from the date the breach was discovered. In the event that Residential Funding elects to substitute a Qualified Substitute Mortgage Loan or Loans for a Deleted Mortgage Loan pursuant to this Section 2.04, Residential Funding shall deliver to the Trustee for the benefit of the Certificateholders with respect to such Qualified Substitute Mortgage Loan or Loans, the original Mortgage Note, the Mortgage, an Assignment of the Mortgage in recordable form, and such other documents and agreements as are required by Section 2.01, with the Mortgage Note endorsed as required by Section 2.01. No substitution will be made in any calendar month after the Determination Date for such month. Monthly Payments due with respect to Qualified Substitute Mortgage Loans in the month of substitution shall not be part of the Trust Fund and will be retained by the Master Servicer and remitted by the Master Servicer to Residential Funding on the next succeeding Distribution Date. For the month of substitution, distributions to the Certificateholders will include the Monthly Payment due on a Deleted Mortgage Loan for such month and thereafter Residential Funding shall be entitled to retain all amounts received in respect of such Deleted Mortgage Loan. The Master Servicer shall amend or cause to be amended the Mortgage Loan Schedule for the benefit of the Certificateholders to reflect the removal of such Deleted Mortgage Loan and the substitution of the Qualified Substitute Mortgage Loan or Loans and the Master Servicer shall deliver the amended Mortgage Loan Schedule to the Trustee. Upon such substitution, the Qualified Substitute Mortgage Loan or Loans shall be subject to the terms of this Agreement and the related Subservicing Agreement in all respects, and Residential Funding shall be deemed to have made the representations and warranties with respect to the Qualified Substitute Mortgage Loan contained in Section 4 of the Assignment Agreement, as of the date of substitution, and the covenants, representations and warranties set forth in this Section 2.04, and in Section 2.03 hereof and in Section 4 of the Assignment Agreement, and the Master Servicer shall be obligated to repurchase or substitute for any Qualified Substitute Mortgage Loan as to which a Repurchase Event (as defined in the Assignment Agreement) has occurred pursuant to Section 4 of the Assignment Agreement. -51- In connection with the substitution of one or more Qualified Substitute Mortgage Loans for one or more Deleted Mortgage Loans, the Master Servicer will determine the amount (if any) by which the aggregate principal balance of all such Qualified Substitute Mortgage Loans as of the date of substitution is less than the aggregate Stated Principal Balance of all such Deleted Mortgage Loans (in each case after application of the principal portion of the Monthly Payments due in the month of substitution that are to be distributed to the Certificateholders in the month of substitution). Residential Funding shall deposit the amount of such shortfall into the Custodial Account on the day of substitution, without any reimbursement therefor. Residential Funding shall give notice in writing to the Trustee of such event, which notice shall be accompanied by an Officers' Certificate as to the calculation of such shortfall and by an Opinion of Counsel to the effect that such substitution will not cause (a) any federal tax to be imposed on the Trust Fund, including without limitation, any federal tax imposed on "prohibited transactions" under Section 860F(a)(1) of the Code or on "contributions after the startup date" under Section 860G(d)(1) of the Code or (b) any portion of REMIC I or REMIC II to fail to qualify as a REMIC at any time that any Certificate is outstanding. It is understood and agreed that the obligation of the Residential Funding to cure such breach or purchase (or in the case of Residential Funding to substitute for) such Mortgage Loan as to which such a breach has occurred and is continuing shall constitute the sole remedy respecting such breach available to the Certificateholders or the Trustee on behalf of the Certificateholders. If the Master Servicer is Residential Funding, then the Trustee shall also have the right to give the notification and require the purchase or substitution provided for in the second preceding paragraph in the event of such a breach of a representation or warranty made by Residential Funding in the Assignment Agreement. In connection with the purchase of or substitution for any such Mortgage Loan by Residential Funding, the Trustee shall assign to Residential Funding all of the right, title and interest in respect of the Assignment Agreement applicable to such Mortgage Loan. Section 2.05. Execution and Authentication of Certificates. The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Files to it, or any Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the Certificates in authorized denominations which evidence ownership of the entire Trust Fund. -52- ARTICLE III ADMINISTRATION AND SERVICING OF MORTGAGE LOANS Section 3.01. Master Servicer to Act as Servicer. (a) The Master Servicer shall service and administer the Mortgage Loans in accordance with the terms of this Agreement and the respective Mortgage Loans, following such procedures as it would employ in its good faith business judgment and which are normal and usual in its general mortgage servicing activities, and shall have full power and authority, acting alone or through Subservicers as provided in Section 3.02, to do any and all things which it may deem necessary or desirable in connection with such servicing and administration. Without limiting the generality of the foregoing, the Master Servicer in its own name or in the name of a Subservicer is hereby authorized and empowered by the Trustee when the Master Servicer or the Subservicer, as the case may be, believes it appropriate in its best judgment, to execute and deliver, on behalf of the Certificateholders and the Trustee or any of them, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, or of consent to assumption or modification in connection with a proposed conveyance, or of assignment of any Mortgage and Mortgage Note in connection with the repurchase of a Mortgage Loan and all other comparable instruments, or with respect to the modification or re-recording of a Mortgage for the purpose of correcting the Mortgage, the subordination of the lien of the Mortgage in favor of a public utility company or government agency or unit with powers of eminent domain, the taking of a deed in lieu of foreclosure, the completion of judicial or non-judicial foreclosure, the conveyance of a Mortgaged Property to the related insurer, the acquisition of any property acquired by foreclosure or deed in lieu of foreclosure, or the management, marketing and conveyance of any property acquired by foreclosure or deed in lieu of foreclosure with respect to the Mortgage Loans and with respect to the Mortgaged Properties. The Master Servicer further is authorized and empowered by the Trustee, on behalf of the Certificateholders and the Trustee, in its own name or in the name of the Subservicer, when the Master Servicer or the Subservicer, as the case may be, believes it is appropriate in its best judgment to register any Mortgage Loan on the MERS(R) System, or cause the removal from the registration of any Mortgage Loan on the MERS(R) System, to execute and deliver, on behalf of the Trustee and the Certificateholders or any of them, any and all instruments of assignment and other comparable instruments with respect to such assignment or re-recording of a Mortgage in the name of MERS, solely as nominee for the Trustee and its successors and assigns. Any expenses incurred in connection with the actions described in the preceding sentence shall be borne by the Master Servicer in accordance with Section 3.16(c), with no right of reimbursement; provided, that if, as a result of MERS discontinuing or becoming unable to continue operations in connection with the MERS System, it becomes necessary to remove any Mortgage Loan from registration on the MERS System and to arrange for the assignment of the related Mortgages to the Trustee, then any related expenses shall be reimbursable to the Master Servicer. Notwithstanding the foregoing, subject to Section 3.07(a), the Master Servicer shall not permit any modification with respect to any Mortgage Loan that would both constitute a sale or exchange of such Mortgage Loan within the meaning of Section 1001 of the Code and any proposed, temporary or final regulations promulgated thereunder (other than in connection with a proposed conveyance or assumption of such Mortgage Loan that is treated -53- as a Principal Prepayment in Full pursuant to Section 3.13(d) hereof) and cause any of REMIC I or REMIC II to fail to qualify as a REMIC under the Code. The Trustee shall furnish the Master Servicer with any powers of attorney and other documents necessary or appropriate to enable the Master Servicer to service and administer the Mortgage Loans. The Trustee shall not be liable for any action taken by the Master Servicer or any Subservicer pursuant to such powers of attorney. In servicing and administering any Nonsubserviced Mortgage Loan, the Master Servicer shall, to the extent not inconsistent with this Agreement, comply with the Program Guide as if it were the originator of such Mortgage Loan and had retained the servicing rights and obligations in respect thereof. In connection with servicing and administering the Mortgage Loans, the Master Servicer and any Affiliate of the Master Servicer (i) may perform services such as appraisals and brokerage services that are customarily provided by Persons other than servicers of mortgage loans, and shall be entitled to reasonable compensation therefor in accordance with Section 3.10 and (ii) may, at its own discretion and on behalf of the Trustee, obtain credit information in the form of a "credit score" from a credit repository. (b) All costs incurred by the Master Servicer or by Subservicers in effecting the timely payment of taxes and assessments on the properties subject to the Mortgage Loans shall not, for the purpose of calculating monthly distributions to the Certificateholders, be added to the amount owing under the related Mortgage Loans, notwithstanding that the terms of such Mortgage Loan so permit, and such costs shall be recoverable to the extent permitted by Section 3.10(a)(ii). (c) The Master Servicer may enter into one or more agreements in connection with the offering of pass-through certificates evidencing interests in one or more of the Certificates providing for the payment by the Master Servicer of amounts received by the Master Servicer as servicing compensation hereunder and required to cover certain Prepayment Interest Shortfalls on the Mortgage Loans, which payment obligation will thereafter be an obligation of the Master Servicer hereunder. Section 3.02. Subservicing Agreements Between Master Servicer and Subservicers; Enforcement of Subservicers' Obligations; Special Servicing. (a) The Master Servicer may continue in effect Subservicing Agreements entered into by Residential Funding and Subservicers prior to the execution and delivery of this Agreement, and may enter into new Subservicing Agreements with Subservicers, for the servicing and administration of all or some of the Mortgage Loans. Each Subservicer shall be either (i) an institution the accounts of which are insured by the FDIC or (ii) another entity that engages in the business of originating or servicing mortgage loans, and in either case shall be authorized to transact business in the state or states in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Subservicer to perform its obligations hereunder and under the Subservicing Agreement, and in either case shall be a Freddie Mac, Fannie Mae or HUD approved mortgage servicer. In addition, any Subservicer of a Mortgage Loan insured by the FHA must be an FHA-approved servicer, and any Subservicer of a Mortgage Loan guaranteed by the VA must be a VA-approved servicer. Each Subservicer of a Mortgage Loan shall be entitled to receive and retain, as provided in the related Subservicing Agreement and in Section 3.07, the -54- related Subservicing Fee from payments of interest received on such Mortgage Loan after payment of all amounts required to be remitted to the Master Servicer in respect of such Mortgage Loan. For any Mortgage Loan that is a Nonsubserviced Mortgage Loan, the Master Servicer shall be entitled to receive and retain an amount equal to the Subservicing Fee from payments of interest. Unless the context otherwise requires, references in this Agreement to actions taken or to be taken by the Master Servicer in servicing the Mortgage Loans include actions taken or to be taken by a Subservicer on behalf of the Master Servicer. Each Subservicing Agreement will be upon such terms and conditions as are generally required by, permitted by or consistent with the Program Guide and are not inconsistent with this Agreement and as the Master Servicer and the Subservicer have agreed. With the approval of the Master Servicer, a Subservicer may delegate its servicing obligations to third- party servicers, but such Subservicer will remain obligated under the related Subservicing Agreement. The Master Servicer and a Subservicer may enter into amendments thereto or a different form of Subservicing Agreement, and the form referred to or included in the Program Guide is merely provided for information and shall not be deemed to limit in any respect the discretion of the Master Servicer to modify or enter into different Subservicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and not violate the provisions of either this Agreement or the Program Guide in a manner which would materially and adversely affect the interests of the Certificateholders. (b) As part of its servicing activities hereunder, the Master Servicer, for the benefit of the Trustee and the Certificateholders, shall use its best reasonable efforts to enforce the obligations of each Subservicer under the related Subservicing Agreement, to the extent that the non- performance of any such obligation would have a material and adverse effect on a Mortgage Loan, including, without limitation, the obligation to purchase a Mortgage Loan on account of defective documentation, as described in Section 2.02, or on account of a breach of a representation or warranty, as described in Section 2.04. Such enforcement, including, without limitation, the legal prosecution of claims, termination of Subservicing Agreements, as appropriate, and the pursuit of other appropriate remedies, shall be in such form and carried out to such an extent and at such time as the Master Servicer would employ in its good faith business judgment and which are normal and usual in its general mortgage servicing activities. The Master Servicer shall pay the costs of such enforcement at its own expense, and shall be reimbursed therefor only (i) from a general recovery resulting from such enforcement to the extent, if any, that such recovery exceeds all amounts due in respect of the related Mortgage Loan or (ii) from a specific recovery of costs, expenses or attorneys fees against the party against whom such enforcement is directed. Section 3.03. Successor Subservicers. The Master Servicer shall be entitled to terminate any Subservicing Agreement that may exist in accordance with the terms and conditions of such Subservicing Agreement and without any limitation by virtue of this Agreement; provided, however, that in the event of termination of any Subservicing Agreement by the Master Servicer or the Subservicer, the Master Servicer shall either act as servicer of the related Mortgage Loan or enter into a Subservicing Agreement with a successor Subservicer which will be bound by the terms of the related Subservicing Agreement. If the Master Servicer or any Affiliate of Residential Funding acts as servicer, it will not assume liability for the representations and warranties of the Subservicer which it replaces. If the Master Servicer enters -55- into a Subservicing Agreement with a successor Subservicer, the Master Servicer shall use reasonable efforts to have the successor Subservicer assume liability for the representations and warranties made by the terminated Subservicer in respect of the related Mortgage Loans and, in the event of any such assumption by the successor Subservicer, the Master Servicer may, in the exercise of its business judgment, release the terminated Subservicer from liability for such representations and warranties. Section 3.04. Liability of the Master Servicer. Notwithstanding any Subservicing Agreement, any of the provisions of this Agreement relating to agreements or arrangements between the Master Servicer or a Subservicer or reference to actions taken through a Subservicer or otherwise, the Master Servicer shall remain obligated and liable to the Trustee and Certificateholders for the servicing and administering of the Mortgage Loans in accordance with the provisions of Section 3.01 without diminution of such obligation or liability by virtue of such Subservicing Agreements or arrangements or by virtue of indemnification from the Subservicer or the Depositor and to the same extent and under the same terms and conditions as if the Master Servicer alone were servicing and administering the Mortgage Loans. The Master Servicer shall be entitled to enter into any agreement with a Subservicer for indemnification of the Master Servicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification. Section 3.05. No Contractual Relationship Between Subservicer and Trustee or Certificateholders. Any Subservicing Agreement that may be entered into and any other transactions or services relating to the Mortgage Loans involving a Subservicer in its capacity as such and not as an originator shall be deemed to be between the Subservicer and the Master Servicer alone and the Trustee and Certificateholders shall not be deemed parties thereto and shall have no claims, rights, obligations, duties or liabilities with respect to the Subservicer in its capacity as such except as set forth in Section 3.06. The foregoing provision shall not in any way limit a Subservicer's obligation to cure an omission or defect or to repurchase a Mortgage Loan as referred to in Section 2.02 hereof. Section 3.06. Assumption or Termination of Subservicing Agreements by Trustee. (a) In the event the Master Servicer shall for any reason no longer be the master servicer (including by reason of an Event of Default), the Trustee, its designee or its successor shall thereupon assume all of the rights and obligations of the Master Servicer under each Subservicing Agreement that may have been entered into. The Trustee, its designee or the successor servicer for the Trustee shall be deemed to have assumed all of the Master Servicer's interest therein and to have replaced the Master Servicer as a party to the Subservicing Agreement to the same extent as if the Subservicing Agreement had been assigned to the assuming party except that the Master Servicer shall not thereby be relieved of any liability or obligations under the Subservicing Agreement. -56- (b) The Master Servicer shall, upon request of the Trustee but at the expense of the Master Servicer, deliver to the assuming party all documents and records relating to each Subservicing Agreement and the Mortgage Loans then being serviced and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of each Subservicing Agreement to the assuming party. Section 3.07. Collection of Certain Mortgage Loan Payments; Deposits to Custodial Account. (a) The Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Mortgage Loans, and shall, to the extent such procedures shall be consistent with this Agreement and the terms and provisions of any related Primary Insurance Policy, follow such collection procedures as it would employ in its good faith business judgment and which are normal and usual in its general mortgage servicing activities. Consistent with the foregoing, the Master Servicer may in its discretion (i) waive any late payment charge or any prepayment charge or penalty interest in connection with the prepayment of a Mortgage Loan and (ii) extend the Due Date for payments due on a Mortgage Loan in accordance with the Program Guide, provided, however, that the Master Servicer shall first determine that any such waiver or extension will not impair the coverage of any related Primary Insurance Policy or materially adversely affect the lien of the related Mortgage. In the event of any such arrangement, the Master Servicer shall make timely advances on the related Mortgage Loan during the scheduled period in accordance with the amortization schedule of such Mortgage Loan without modification thereof by reason of such arrangements unless otherwise agreed to by the Holders of the Classes of Certificates affected thereby; provided, however, that no such extension shall be made if any advance would be a Nonrecoverable Advance. Consistent with the terms of this Agreement, the Master Servicer may also waive, modify or vary any term of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor if in the Master Servicer's determination such waiver, modification, postponement or indulgence is not materially adverse to the interests of the Certificateholders (taking into account any estimated Realized Loss that might result absent such action), provided, however, that the Master Servicer may not modify materially or permit any Subservicer to modify any Mortgage Loan, including without limitation any modification that would change the Mortgage Rate, forgive the payment of any principal or interest (unless in connection with the liquidation of the related Mortgage Loan or except in connection with prepayments to the extent that such reamortization is not inconsistent with the terms of the Mortgage Loan), or extend the final maturity date of such Mortgage Loan, unless such Mortgage Loan is in default or, in the judgment of the Master Servicer, such default is reasonably foreseeable. In connection with any Curtailment of a Mortgage Loan, the Master Servicer, to the extent not inconsistent with the terms of the Mortgage Note and local law and practice, may permit the Mortgage Loan to be re-amortized such that the Monthly Payment is recalculated as an amount that will fully amortize the remaining Stated Principal Balance thereof by the original Maturity Date based on the original Mortgage Rate; provided, that such reamortization shall not be permitted if it would constitute a reissuance of the Mortgage Loan for federal income tax purposes. -57- (b) The Master Servicer shall establish and maintain a Custodial Account in which the Master Servicer shall deposit or cause to be deposited on a daily basis, except as otherwise specifically provided herein, the following payments and collections remitted by Subservicers or received by it in respect of the Mortgage Loans subsequent to the Cut-off Date (other than in respect of principal and interest on the Mortgage Loans due on or before the Cut-off Date): (i) All payments on account of principal, including Principal Prepayments made by Mortgagors on the Mortgage Loans and the principal component of any Subservicer Advance or of any REO Proceeds received in connection with an REO Property for which an REO Disposition has occurred; (ii) All payments on account of interest at the Adjusted Mortgage Rate on the Mortgage Loans, including the interest component of any Subservicer Advance or of any REO Proceeds received in connection with an REO Property for which an REO Disposition has occurred; (iii) Insurance Proceeds and Liquidation Proceeds (net of any related expenses of the Subservicer); (iv) All proceeds of any Mortgage Loans purchased pursuant to Section 2.02, 2.03, 2.04 or 4.07 and all amounts required to be deposited in connection with the substitution of a Qualified Substitute Mortgage Loan pursuant to Section 2.03 or 2.04; and (v) Any amounts required to be deposited pursuant to Section 3.07(c) or 3.21. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments on the Mortgage Loans which are not part of the Trust Fund (consisting of payments in respect of principal and interest on the Mortgage Loans due on or before the Cut-off Date) and payments or collections in the nature of prepayment charges or late payment charges or assumption fees may but need not be deposited by the Master Servicer in the Custodial Account. In the event any amount not required to be deposited in the Custodial Account is so deposited, the Master Servicer may at any time withdraw such amount from the Custodial Account, any provision herein to the contrary notwithstanding. The Custodial Account may contain funds that belong to one or more trust funds created for mortgage pass-through certificates of other series and may contain other funds respecting payments on mortgage loans belonging to the Master Servicer or serviced or master serviced by it on behalf of others. Notwithstanding such commingling of funds, the Master Servicer shall keep records that accurately reflect the funds on deposit in the Custodial Account that have been identified by it as being attributable to the Mortgage Loans. With respect to Insurance Proceeds, Liquidation Proceeds, REO Proceeds and the proceeds of the purchase of any Mortgage Loan pursuant to Sections 2.02, 2.03, 2.04 and 4.07 received in any calendar month, the Master Servicer may elect to treat such amounts as included in -58- the Available Distribution Amount for the Distribution Date in the month of receipt, but is not obligated to do so. If the Master Servicer so elects, such amounts will be deemed to have been received (and any related Realized Loss shall be deemed to have occurred) on the last day of the month prior to the receipt thereof. (c) The Master Servicer shall use its best efforts to cause the institution maintaining the Custodial Account to invest the funds in the Custodial Account attributable to the Mortgage Loans in Permitted Investments which shall mature not later than the Certificate Account Deposit Date next following the date of such investment (with the exception of the Amount Held for Future Distribution) and which shall not be sold or disposed of prior to their maturities. All income and gain realized from any such investment shall be for the benefit of the Master Servicer as additional servicing compensation and shall be subject to its withdrawal or order from time to time. The amount of any losses incurred in respect of any such investments attributable to the investment of amounts in respect of the Mortgage Loans shall be deposited in the Custodial Account by the Master Servicer out of its own funds immediately as realized. (d) The Master Servicer shall give notice to the Trustee and the Depositor of any change in the location of the Custodial Account and the location of the Certificate Account prior to the use thereof. Section 3.08. Subservicing Accounts; Servicing Accounts. (a) In those cases where a Subservicer is servicing a Mortgage Loan pursuant to a Subservicing Agreement, the Master Servicer shall cause the Subservicer, pursuant to the Subservicing Agreement, to establish and maintain one or more Subservicing Accounts which shall be an Eligible Account or, if such account is not an Eligible Account, shall generally satisfy the requirements of the Program Guide and be otherwise acceptable to the Master Servicer and each Rating Agency. The Subservicer will be required thereby to deposit into the Subservicing Account on a daily basis all proceeds of Mortgage Loans received by the Subservicer, less its Subservicing Fees and unreimbursed advances and expenses, to the extent permitted by the Subservicing Agreement. If the Subservicing Account is not an Eligible Account, the Master Servicer shall be deemed to have received such monies upon receipt thereof by the Subservicer. The Subservicer shall not be required to deposit in the Subservicing Account payments or collections in the nature of prepayment charges or late charges or assumption fees. On or before the date specified in the Program Guide, but in no event later than the Determination Date, the Master Servicer shall cause the Subservicer, pursuant to the Subservicing Agreement, to remit to the Master Servicer for deposit in the Custodial Account all funds held in the Subservicing Account with respect to each Mortgage Loan serviced by such Subservicer that are required to be remitted to the Master Servicer. The Subservicer will also be required, pursuant to the Subservicing Agreement, to advance on such scheduled date of remittance amounts equal to any scheduled monthly installments of principal and interest less its Subservicing Fees on any Mortgage Loans for which payment was not received by the Subservicer. This obligation to advance with respect to each Mortgage Loan will continue up to and including the first of the month following the date on which the related Mortgaged Property is sold at a foreclosure sale or is acquired by the Trust Fund by deed in lieu of foreclosure or -59- otherwise. All such advances received by the Master Servicer shall be deposited promptly by it in the Custodial Account. (b) The Subservicer may also be required, pursuant to the Subservicing Agreement, to remit to the Master Servicer for deposit in the Custodial Account interest at the Adjusted Mortgage Rate (or Modified Net Mortgage Rate plus the rate per annum at which the Servicing Fee, if any, accrues in the case of a Modified Mortgage Loan) on any Curtailment received by such Subservicer in respect of a Mortgage Loan from the related Mortgagor during any month that is to be applied by the Subservicer to reduce the unpaid principal balance of the related Mortgage Loan as of the first day of such month, from the date of application of such Curtailment to the first day of the following month. Any amounts paid by a Subservicer pursuant to the preceding sentence shall be for the benefit of the Master Servicer as additional servicing compensation and shall be subject to its withdrawal or order from time to time pursuant to Sections 3.10(a)(iv) and (v). (c) In addition to the Custodial Account and the Certificate Account, the Master Servicer shall for any Nonsubserviced Mortgage Loan, and shall cause the Subservicers for Subserviced Mortgage Loans to, establish and maintain one or more Servicing Accounts and deposit and retain therein all collections from the Mortgagors (or advances from Subservicers) for the payment of taxes, assessments, hazard insurance premiums, Primary Insurance Policy premiums, if applicable, or comparable items for the account of the Mortgagors. Each Servicing Account shall satisfy the requirements for a Subservicing Account and, to the extent permitted by the Program Guide or as is otherwise acceptable to the Master Servicer, may also function as a Subservicing Account. Withdrawals of amounts related to the Mortgage Loans from the Servicing Accounts may be made only to effect timely payment of taxes, assessments, hazard insurance premiums, Primary Insurance Policy premiums, if applicable, or comparable items, to reimburse the Master Servicer or Subservicer out of related collections for any payments made pursuant to Sections 3.11 (with respect to the Primary Insurance Policy) and 3.12(a) (with respect to hazard insurance), to refund to any Mortgagors any sums as may be determined to be overages, to pay interest, if required, to Mortgagors on balances in the Servicing Account or to clear and terminate the Servicing Account at the termination of this Agreement in accordance with Section 9.01 or in accordance with the Program Guide. As part of its servicing duties, the Master Servicer shall, and the Subservicers will, pursuant to the Subservicing Agreements, be required to pay to the Mortgagors interest on funds in this account to the extent required by law. (d) The Master Servicer shall advance the payments referred to in the preceding subsection that are not timely paid by the Mortgagors or advanced by the Subservicers on the date when the tax, premium or other cost for which such payment is intended is due, but the Master Servicer shall be required so to advance only to the extent that such advances, in the good faith judgment of the Master Servicer, will be recoverable by the Master Servicer out of Insurance Proceeds, Liquidation Proceeds or otherwise. Section 3.09. Access to Certain Documentation and Information Regarding the Mortgage Loans. -60- In the event that compliance with this Section 3.09 shall make any Class of Certificates legal for investment by federally insured savings and loan associations, the Master Servicer shall provide, or cause the Subservicers to provide, to the Trustee, the Office of Thrift Supervision or the FDIC and the supervisory agents and examiners thereof access to the documentation regarding the Mortgage Loans required by applicable regulations of the Office of Thrift Supervision, such access being afforded without charge but only upon reasonable request and during normal business hours at the offices designated by the Master Servicer. The Master Servicer shall permit such representatives to photocopy any such documentation and shall provide equipment for that purpose at a charge reasonably approximating the cost of such photocopying to the Master Servicer. Section 3.10. Permitted Withdrawals from the Custodial Account. (a) The Master Servicer may, from time to time as provided herein, make withdrawals from the Custodial Account of amounts on deposit therein pursuant to Section 3.07 that are attributable to the Mortgage Loans for the following purposes: (i) to make deposits into the Certificate Account in the amounts and in the manner provided for in Section 4.01; (ii) to reimburse itself or the related Subservicer for previously unreimbursed advances or expenses made pursuant to Sections 3.01, 3.08, 3.12(a), 3.14 and 4.04 or otherwise reimbursable pursuant to the terms of this Agreement, such withdrawal right being limited to amounts received on particular Mortgage Loans (including, for this purpose, REO Proceeds, Insurance Proceeds, Liquidation Proceeds and proceeds from the purchase of a Mortgage Loan pursuant to Section 2.02, 2.03, 2.04 or 4.07) which represent (A) Late Collections of Monthly Payments for which any such advance was made in the case of Subservicer Advances or Advances pursuant to Section 4.04 and (B) late recoveries of the payments for which such advances were made in the case of Servicing Advances; (iii) to pay to itself or the related Subservicer (if not previously retained by such Subservicer) out of each payment received by the Master Servicer on account of interest on a Mortgage Loan as contemplated by Sections 3.14 and 3.16, an amount equal to that remaining portion of any such payment as to interest (but not in excess of the Servicing Fee and the Subservicing Fee, if not previously retained) which, when deducted, will result in the remaining amount of such interest being interest at a rate per annum equal to the Net Mortgage Rate (or Modified Net Mortgage Rate in the case of a Modified Mortgage Loan) on the amount specified in the amortization schedule of the related Mortgage Loan as the principal balance thereof at the beginning of the period respecting which such interest was paid after giving effect to any previous Curtailments; (iv) to pay to itself as additional servicing compensation any interest or investment income earned on funds deposited in the Custodial Account that it is entitled to withdraw pursuant to Section 3.07(c); -61- (v) to pay to itself as additional servicing compensation any Foreclosure Profits, and any amounts remitted by Subservicers as interest in respect of Curtailments pursuant to Section 3.08(b); (vi) to pay to itself, a Subservicer, Residential Funding, the Depositor or any other appropriate Person, as the case may be, with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased or otherwise transferred pursuant to Section 2.02, 2.03, 2.04, 4.07 or 9.01, all amounts received thereon and not required to be distributed to Certificateholders as of the date on which the related Stated Principal Balance or Purchase Price is determined; (vii) to reimburse itself or the related Subservicer for any Nonrecoverable Advance or Advances in the manner and to the extent provided in subsection (c) below, any Advance made in connection with a modification of a Mortgage Loan that is in default or, in the judgment of the Master Servicer, default is reasonably foreseeable pursuant to Section 3.07(a), to the extent the amount of the Advance has been added to the outstanding principal balance of the Mortgage Loan; (viii) to reimburse itself or the Depositor for expenses incurred by and reimbursable to it or the Depositor pursuant to Section 3.14(c), 6.03, 10.01 or otherwise; (ix) to reimburse itself for amounts expended by it (a) pursuant to Section 3.14 in good faith in connection with the restoration of property damaged by an Uninsured Cause, and (b) in connection with the liquidation of a Mortgage Loan or disposition of an REO Property to the extent not otherwise reimbursed pursuant to clause (ii) or (viii) above; and (x) to withdraw any amount deposited in the Custodial Account that was not required to be deposited therein pursuant to Section 3.07, including any payoff fees or penalties or any other additional amounts payable to the Master Servicer or Subservicer pursuant to the terms of the Mortgage Note. (b) Since, in connection with withdrawals pursuant to clauses (ii), (iii), (v) and (vi), the Master Servicer's entitlement thereto is limited to collections or other recoveries on the related Mortgage Loan, the Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Custodial Account pursuant to such clauses. (c) The Master Servicer shall be entitled to reimburse itself or the related Subservicer for any advance made in respect of a Mortgage Loan that the Master Servicer determines to be a Nonrecoverable Advance by withdrawal from the Custodial Account of amounts on deposit therein attributable to the Mortgage Loans on any Certificate Account Deposit Date succeeding the date of such determination. Such right of reimbursement in respect of a Nonrecoverable Advance on any such Certificate Account Deposit Date shall be limited to an amount not exceeding the -62- portion of such advance previously paid to Certificateholders (and not theretofore reimbursed to the Master Servicer or the related Subservicer). Section 3.11. Maintenance of Primary Insurance Coverage. (a) The Master Servicer shall not take, or permit any Subservicer to take, any action which would result in noncoverage under any applicable Primary Insurance Policy of any loss which, but for the actions of the Master Servicer or Subservicer, would have been covered thereunder. To the extent coverage is available, the Master Servicer shall keep or cause to be kept in full force and effect each such Primary Insurance Policy until the principal balance of the related Mortgage Loan secured by a Mortgaged Property is reduced to 80% or less of the Appraised Value at origination in the case of such a Mortgage Loan having a Loan-to-Value Ratio at origination in excess of 80%, provided that such Primary Insurance Policy was in place as of the Cut-off Date and the Master Servicer had knowledge of such Primary Insurance Policy. The Master Servicer shall not cancel or refuse to renew any such Primary Insurance Policy applicable to a Nonsubserviced Mortgage Loan, or consent to any Subservicer canceling or refusing to renew any such Primary Insurance Policy applicable to a Mortgage Loan subserviced by it, that is in effect at the date of the initial issuance of the Certificates and is required to be kept in force hereunder unless the replacement Primary Insurance Policy for such canceled or non-renewed policy is maintained with an insurer whose claims-paying ability is acceptable to each Rating Agency for mortgage pass- through certificates having a rating equal to or better than the lower of the then-current rating or the rating assigned to the Certificates as of the Closing Date by such Rating Agency. (b) In connection with its activities as administrator and servicer of the Mortgage Loans, the Master Servicer agrees to present or to cause the related Subservicer to present, on behalf of the Master Servicer, the Subservicer, if any, the Trustee and Certificateholders, claims to the insurer under any Primary Insurance Policies, in a timely manner in accordance with such policies, and, in this regard, to take or cause to be taken such reasonable action as shall be necessary to permit recovery under any Primary Insurance Policies respecting defaulted Mortgage Loans. Pursuant to Section 3.07, any Insurance Proceeds collected by or remitted to the Master Servicer under any Primary Insurance Policies shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 3.10. Section 3.12. Maintenance of Fire Insurance and Omissions and Fidelity Coverage. (a) The Master Servicer shall cause to be maintained for each Mortgage Loan fire insurance with extended coverage in an amount which is equal to the lesser of the principal balance owing on such Mortgage Loan (together with the principal balance of any mortgage loan secured by a lien that is senior to the Mortgage Loan) or 100 percent of the insurable value of the improvements; provided, however, that such coverage may not be less than the minimum amount required to fully compensate for any loss or damage on a replacement cost basis. To the extent it may do so without breaching the related Subservicing Agreement, the Master Servicer shall replace any Subservicer that does not cause such insurance, to the extent it is available, to be maintained. The Master Servicer -63- shall also cause to be maintained on property acquired upon foreclosure, or deed in lieu of foreclosure, of any Mortgage Loan, fire insurance with extended coverage in an amount which is at least equal to the amount necessary to avoid the application of any co-insurance clause contained in the related hazard insurance policy. Pursuant to Section 3.07, any amounts collected by the Master Servicer under any such policies (other than amounts to be applied to the restoration or repair of the related Mortgaged Property or property thus acquired or amounts released to the Mortgagor in accordance with the Master Servicer's normal servicing procedures) shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 3.10. Any cost incurred by the Master Servicer in maintaining any such insurance shall not, for the purpose of calculating monthly distributions to Certificateholders, be added to the amount owing under the Mortgage Loan, notwithstanding that the terms of the Mortgage Loan so permit. Such costs shall be recoverable by the Master Servicer out of related late payments by the Mortgagor or out of Insurance Proceeds and Liquidation Proceeds to the extent permitted by Section 3.10. It is understood and agreed that no earthquake or other additional insurance is to be required of any Mortgagor or maintained on property acquired in respect of a Mortgage Loan other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance. Whenever the improvements securing a Mortgage Loan are located at the time of origination of such Mortgage Loan in a federally designated special flood hazard area, the Master Servicer shall cause flood insurance (to the extent available) to be maintained in respect thereof. Such flood insurance shall be in an amount equal to the lesser of (i) the amount required to compensate for any loss or damage to the Mortgaged Property on a replacement cost basis and (ii) the maximum amount of such insurance available for the related Mortgaged Property under the national flood insurance program (assuming that the area in which such Mortgaged Property is located is participating in such program). In the event that the Master Servicer shall obtain and maintain a blanket fire insurance policy with extended coverage insuring against hazard losses on all of the Mortgage Loans, it shall conclusively be deemed to have satisfied its obligations as set forth in the first sentence of this Section 3.12(a), it being understood and agreed that such policy may contain a deductible clause, in which case the Master Servicer shall, in the event that there shall not have been maintained on the related Mortgaged Property a policy complying with the first sentence of this Section 3.12(a) and there shall have been a loss which would have been covered by such policy, deposit in the Certificate Account the amount not otherwise payable under the blanket policy because of such deductible clause. Any such deposit by the Master Servicer shall be made on the Certificate Account Deposit Date next preceding the Distribution Date which occurs in the month following the month in which payments under any such policy would have been deposited in the Custodial Account. In connection with its activities as administrator and servicer of the Mortgage Loans, the Master Servicer agrees to present, on behalf of itself, the Trustee and Certificateholders, claims under any such blanket policy. (b) The Master Servicer shall obtain and maintain at its own expense and keep in full force and effect throughout the term of this Agreement a blanket fidelity bond and an errors and omissions insurance policy covering the Master Servicer's officers and employees and other persons acting on behalf of the Master Servicer in connection with its activities under this Agreement. The amount of coverage shall be at least equal to the coverage that would be required -64- by Fannie Mae or Freddie Mac, whichever is greater, with respect to the Master Servicer if the Master Servicer were servicing and administering the Mortgage Loans for Fannie Mae or Freddie Mac. In the event that any such bond or policy ceases to be in effect, the Master Servicer shall obtain a comparable replacement bond or policy from an issuer or insurer, as the case may be, meeting the requirements, if any, of the Program Guide and acceptable to the Depositor. Coverage of the Master Servicer under a policy or bond obtained by an Affiliate of the Master Servicer and providing the coverage required by this Section 3.12(b) shall satisfy the requirements of this Section 3.12(b). Section 3.13. Enforcement of Due-on-Sale Clauses; Assumption and Modification Agreements; Certain Assignments. (a) When any Mortgaged Property is conveyed by the Mortgagor, the Master Servicer or Subservicer, to the extent it has knowledge of such conveyance, shall enforce any due- on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing: (i) the Master Servicer shall not be deemed to be in default under this Section 3.13(a) by reason of any transfer or assumption which the Master Servicer is restricted by law from preventing; and (ii) if the Master Servicer determines that it is reasonably likely that any Mortgagor will bring, or if any Mortgagor does bring, legal action to declare invalid or otherwise avoid enforcement of a due-on-sale clause contained in any Mortgage Note or Mortgage, the Master Servicer shall not be required to enforce the due-on-sale clause or to contest such action. (b) Subject to the Master Servicer's duty to enforce any due-on-sale clause to the extent set forth in Section 3.13(a), in any case in which a Mortgaged Property is to be conveyed to a Person by a Mortgagor, and such Person is to enter into an assumption or modification agreement or supplement to the Mortgage Note or Mortgage which requires the signature of the Trustee, or if an instrument of release signed by the Trustee is required releasing the Mortgagor from liability on the Mortgage Loan, the Master Servicer is authorized, subject to the requirements of the sentence next following, to execute and deliver, on behalf of the Trustee, the assumption agreement with the Person to whom the Mortgaged Property is to be conveyed and such modification agreement or supplement to the Mortgage Note or Mortgage or other instruments as are reasonable or necessary to carry out the terms of the Mortgage Note or Mortgage or otherwise to comply with any applicable laws regarding assumptions or the transfer of the Mortgaged Property to such Person; provided, however, none of such terms and requirements shall both constitute a "significant modification" effecting an exchange or reissuance of such Mortgage Loan under the Code (or final, temporary or proposed Treasury regulations promulgated thereunder) and cause any of REMIC I or REMIC II to fail to qualify as REMICs under the Code or the imposition of any tax on "prohibited transactions" or "contributions" after the startup date under the REMIC Provisions. The Master Servicer shall execute and deliver such documents only if it reasonably determines that (i) its execution and -65- delivery thereof will not conflict with or violate any terms of this Agreement or cause the unpaid balance and interest on the Mortgage Loan to be uncollectible in whole or in part, (ii) any required consents of insurers under any Required Insurance Policies have been obtained and (iii) subsequent to the closing of the transaction involving the assumption or transfer (A) the Mortgage Loan will continue to be secured by a first mortgage lien (or junior lien of the same priority in relation to any senior mortgage loan, with respect to any Mortgage Loan secured by a junior Mortgage) pursuant to the terms of the Mortgage, (B) such transaction will not adversely affect the coverage under any Required Insurance Policies, (C) the Mortgage Loan will fully amortize over the remaining term thereof, (D) no material term of the Mortgage Loan (including the interest rate on the Mortgage Loan) will be altered nor will the term of the Mortgage Loan be changed and (E) if the seller/transferor of the Mortgaged Property is to be released from liability on the Mortgage Loan, the buyer/transferee of the Mortgaged Property would be qualified to assume the Mortgage Loan based on generally comparable credit quality and such release will not (based on the Master Servicer's or Subservicer's good faith determination) adversely affect the collectability of the Mortgage Loan. Upon receipt of appropriate instructions from the Master Servicer in accordance with the foregoing, the Trustee shall execute any necessary instruments for such assumption or substitution of liability as directed by the Master Servicer. Upon the closing of the transactions contemplated by such documents, the Master Servicer shall cause the originals or true and correct copies of the assumption agreement, the release (if any), or the modification or supplement to the Mortgage Note or Mortgage to be delivered to the Trustee or the Custodian and deposited with the Mortgage File for such Mortgage Loan. Any fee collected by the Master Servicer or such related Subservicer for entering into an assumption or substitution of liability agreement will be retained by the Master Servicer or such Subservicer as additional servicing compensation. (c) The Master Servicer or the related Subservicer, as the case may be, shall be entitled to approve a request from a Mortgagor for a partial release of the related Mortgaged Property, the granting of an easement thereon in favor of another Person, any alteration or demolition of the related Mortgaged Property or other similar matters if it has determined, exercising its good faith business judgment in the same manner as it would if it were the owner of the related Mortgage Loan, that the security for, and the timely and full collectability of, such Mortgage Loan would not be adversely affected thereby and that each of REMIC I or REMIC II would continue to qualify as a REMIC under the Code as a result thereof and that no tax on "prohibited transactions" or "contributions" after the startup day would be imposed on any of REMIC I or REMIC II as a result thereof. Any fee collected by the Master Servicer or the related Subservicer for processing such a request will be retained by the Master Servicer or such Subservicer as additional servicing compensation. (d) Subject to any other applicable terms and conditions of this Agreement, the Trustee and Master Servicer shall be entitled to approve an assignment in lieu of satisfaction with respect to any Mortgage Loan, provided the obligee with respect to such Mortgage Loan following such proposed assignment provides the Trustee and Master Servicer with a "Lender Certification for Assignment of Mortgage Loan" in the form attached hereto as Exhibit M, in form and substance satisfactory to the Trustee and Master Servicer, providing the following: (i) that the Mortgage Loan is secured by Mortgaged Property located in a jurisdiction in which an assignment in lieu of satisfaction is required to preserve lien priority, minimize or avoid mortgage recording taxes or -66- otherwise comply with, or facilitate a refinancing under, the laws of such jurisdiction; (ii) that the substance of the assignment is, and is intended to be, a refinancing of such Mortgage Loan and that the form of the transaction is solely to comply with, or facilitate the transaction under, such local laws; (iii) that the Mortgage Loan following the proposed assignment will have a rate of interest at least 0.25 percent below or above the rate of interest on such Mortgage Loan prior to such proposed assignment; and (iv) that such assignment is at the request of the borrower under the related Mortgage Loan. Upon approval of an assignment in lieu of satisfaction with respect to any Mortgage Loan, the Master Servicer shall receive cash in an amount equal to the unpaid principal balance of and accrued interest on such Mortgage Loan and the Master Servicer shall treat such amount as a Principal Prepayment in Full with respect to such Mortgage Loan for all purposes hereof. Section 3.14. Realization Upon Defaulted Mortgage Loans. (a) The Master Servicer shall foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 3.07. Alternatively, the Master Servicer may take other actions in respect of a defaulted Mortgage Loan, which may include (i) accepting a short sale (a payoff of the Mortgage Loan for an amount less than the total amount contractually owed in order to facilitate a sale of the Mortgaged Property by the Mortgagor) or permitting a short refinancing (a payoff of the Mortgage Loan for an amount less than the total amount contractually owed in order to facilitate refinancing transactions by the Mortgagor not involving a sale of the Mortgaged Property), (ii) arranging for a repayment plan or (iii) agreeing to a modification in accordance with Section 3.07. In connection with such foreclosure or other conversion or action, the Master Servicer shall, consistent with Section 3.11, follow such practices and procedures as it shall deem necessary or advisable, as shall be normal and usual in its general mortgage servicing activities and as shall be required or permitted by the Program Guide; provided that the Master Servicer shall not be liable in any respect hereunder if the Master Servicer is acting in connection with any such foreclosure or other conversion or action in a manner that is consistent with the provisions of this Agreement. The Master Servicer, however, shall not be required to expend its own funds or incur other reimbursable charges in connection with any foreclosure, or attempted foreclosure which is not completed, or towards the correction of any default on a related senior mortgage loan, or towards the restoration of any property unless it shall determine (i) that such restoration and/or foreclosure will increase the proceeds of liquidation of the Mortgage Loan to Holders of Certificates of one or more Classes after reimbursement to itself for such expenses or charges and (ii) that such expenses and charges will be recoverable to it through Liquidation Proceeds, Insurance Proceeds, or REO Proceeds (respecting which it shall have priority for purposes of withdrawals from the Custodial Account pursuant to Section 3.10, whether or not such expenses and charges are actually recoverable from related Liquidation Proceeds, Insurance Proceeds or REO Proceeds). In the event of such a determination by the Master Servicer pursuant to this Section 3.14(a), the Master Servicer shall be entitled to reimbursement of its funds so expended pursuant to Section 3.10. In addition, the Master Servicer may pursue any remedies that may be available in connection with a breach of a representation and warranty with respect to any such Mortgage Loan in accordance -67- with Sections 2.03 and 2.04. However, the Master Servicer is not required to continue to pursue both foreclosure (or similar remedies) with respect to the Mortgage Loans and remedies in connection with a breach of a representation and warranty if the Master Servicer determines in its reasonable discretion that one such remedy is more likely to result in a greater recovery as to the Mortgage Loan. Upon the occurrence of a Cash Liquidation or REO Disposition, following the deposit in the Custodial Account of all Insurance Proceeds, Liquidation Proceeds and other payments and recoveries referred to in the definition of "Cash Liquidation" or "REO Disposition," as applicable, upon receipt by the Trustee of written notification of such deposit signed by a Servicing Officer, the Trustee or any Custodian, as the case may be, shall release to the Master Servicer the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicer, in each case without recourse, as shall be necessary to vest in the Master Servicer or its designee, as the case may be, the related Mortgage Loan, and thereafter such Mortgage Loan shall not be part of the Trust Fund. Notwithstanding the foregoing or any other provision of this Agreement, in the Master Servicer's sole discretion with respect to any defaulted Mortgage Loan or REO Property as to either of the following provisions, (i) a Cash Liquidation or REO Disposition may be deemed to have occurred if substantially all amounts expected by the Master Servicer to be received in connection with the related defaulted Mortgage Loan or REO Property have been received, and (ii) for purposes of determining the amount of any Liquidation Proceeds, Insurance Proceeds, REO Proceeds or other unscheduled collections or the amount of any Realized Loss, the Master Servicer may take into account minimal amounts of additional receipts expected to be received or any estimated additional liquidation expenses expected to be incurred in connection with the related defaulted Mortgage Loan or REO Property. (b) In the event that title to any Mortgaged Property is acquired by the Trust Fund as an REO Property by foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Trustee or to its nominee on behalf of Certificateholders. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such REO Property shall (except as otherwise expressly provided herein) be considered to be an Outstanding Mortgage Loan held in the Trust Fund until such time as the REO Property shall be sold. Consistent with the foregoing for purposes of all calculations hereunder so long as such REO Property shall be considered to be an Outstanding Mortgage Loan it shall be assumed that, notwithstanding that the indebtedness evidenced by the related Mortgage Note shall have been discharged, such Mortgage Note and the related amortization schedule in effect at the time of any such acquisition of title (after giving effect to any previous Curtailments and before any adjustment thereto by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period) remain in effect. (c) In the event that the Trust Fund acquires any REO Property as aforesaid or otherwise in connection with a default or imminent default on a Mortgage Loan, the Master Servicer on behalf of the Trust Fund shall dispose of such REO Property within three full years after the taxable year of its acquisition by the Trust Fund for purposes of Section 860G(a)(8) of the Code (or such shorter period as may be necessary under applicable state (including any state in which such property is located) law to maintain the status of each of REMIC I or REMIC II as a REMIC under applicable state law and avoid taxes resulting from such property failing to be foreclosure property under applicable state law) or, at the expense of the Trust Fund, request, more than 60 days before -68- the day on which such grace period would otherwise expire, an extension of such grace period unless the Master Servicer obtains for the Trustee an Opinion of Counsel, addressed to the Trustee and the Master Servicer, to the effect that the holding by the Trust Fund of such REO Property subsequent to such period will not result in the imposition of taxes on "prohibited transactions" as defined in Section 860F of the Code or cause any of REMIC I or REMIC II to fail to qualify as a REMIC (for federal (or any applicable State or local) income tax purposes) at any time that any Certificates are outstanding, in which case the Trust Fund may continue to hold such REO Property (subject to any conditions contained in such Opinion of Counsel). The Master Servicer shall be entitled to be reimbursed from the Custodial Account for any costs incurred in obtaining such Opinion of Counsel, as provided in Section 3.10. Notwithstanding any other provision of this Agreement, no REO Property acquired by the Trust Fund shall be rented (or allowed to continue to be rented) or otherwise used by or on behalf of the Trust Fund in such a manner or pursuant to any terms that would (i) cause such REO Property to fail to qualify as "foreclosure property" within the meaning of Section 860G(a)(8) of the Code or (ii) subject REMIC I or REMIC II to the imposition of any federal income taxes on the income earned from such REO Property, including any taxes imposed by reason of Section 860G(c) of the Code, unless the Master Servicer has agreed to indemnify and hold harmless the Trust Fund with respect to the imposition of any such taxes. (d) The proceeds of any Cash Liquidation, REO Disposition or purchase or repurchase of any Mortgage Loan pursuant to the terms of this Agreement, as well as any recovery resulting from a collection of Liquidation Proceeds, Insurance Proceeds or REO Proceeds, will be applied in the following order of priority: first, to reimburse the Master Servicer or the related Subservicer in accordance with Section 3.10(a)(ii); second, to the Certificateholders to the extent of accrued and unpaid interest on the Mortgage Loan, and any related REO Imputed Interest, at the Net Mortgage Rate (or the Modified Net Mortgage Rate in the case of a Modified Mortgage Loan), to the Due Date in the related Due Period prior to the Distribution Date on which such amounts are to be distributed; third, to the Certificateholders as a recovery of principal on the Mortgage Loan (or REO Property) (provided that if any such Class of Certificates to which such Realized Loss was allocated is no longer outstanding, such subsequent recovery shall be distributed to the persons who were the Holders of such Class of Certificates when it was retired); fourth, to the Master Servicer; fifth, to all Servicing Fees and Subservicing Fees payable therefrom (and the Master Servicer and the Subservicer shall have no claims for any deficiencies with respect to such fees which result from the foregoing allocation); and sixth, to Foreclosure Profits. Section 3.15. Trustee to Cooperate; Release of Mortgage Files. (a) Upon becoming aware of the payment in full of any Mortgage Loan, or upon the receipt by the Master Servicer of a notification that payment in full will be escrowed in a manner customary for such purposes, the Master Servicer will immediately notify the Trustee (if it holds the related Mortgage File) or the Custodian by a certification of a Servicing Officer (which certification shall include a statement to the effect that all amounts received or to be received in connection with such payment which are required to be deposited in the Custodial Account pursuant to Section 3.07 have been or will be so deposited), substantially in one of the forms attached hereto as Exhibit G requesting delivery to it of the Mortgage File. Upon receipt of such certification and request, the Trustee shall promptly release, or cause the Custodian to release, the related Mortgage File to the -69- Master Servicer. The Master Servicer is authorized to execute and deliver to the Mortgagor the request for reconveyance, deed of reconveyance or release or satisfaction of mortgage or such instrument releasing the lien of the Mortgage, together with the Mortgage Note with, as appropriate, written evidence of cancellation thereon and to cause the removal from the registration on the MERS(R) System of such Mortgage and to execute and deliver, on behalf of the Trustee and the Certificateholders or any of them, any and all instruments of satisfaction or cancellation or of partial or full release. No expenses incurred in connection with any instrument of satisfaction or deed of reconveyance shall be chargeable to the Custodial Account or the Certificate Account. (b) From time to time as is appropriate for the servicing or foreclosure of any Mortgage Loan, the Master Servicer shall deliver to the Custodian, with a copy to the Trustee, a certificate of a Servicing Officer substantially in one of the forms attached as Exhibit G hereto, requesting that possession of all, or any document constituting part of, the Mortgage File be released to the Master Servicer and certifying as to the reason for such release and that such release will not invalidate any insurance coverage provided in respect of the Mortgage Loan under any Required Insurance Policy. Upon receipt of the foregoing, the Trustee shall deliver, or cause the Custodian to deliver, the Mortgage File or any document therein to the Master Servicer. The Master Servicer shall cause each Mortgage File or any document therein so released to be returned to the Trustee, or the Custodian as agent for the Trustee when the need therefor by the Master Servicer no longer exists, unless (i) the Mortgage Loan has been liquidated and the Liquidation Proceeds relating to the Mortgage Loan have been deposited in the Custodial Account or (ii) the Mortgage File or such document has been delivered directly or through a Subservicer to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Mortgaged Property either judicially or non-judicially, and the Master Servicer has delivered directly or through a Subservicer to the Trustee a certificate of a Servicing Officer certifying as to the name and address of the Person to which such Mortgage File or such document was delivered and the purpose or purposes of such delivery. In the event of the liquidation of a Mortgage Loan, the Trustee shall deliver the Request for Release with respect thereto to the Master Servicer upon deposit of the related Liquidation Proceeds in the Custodial Account. (c) The Trustee or the Master Servicer on the Trustee's behalf shall execute and deliver to the Master Servicer, if necessary, any court pleadings, requests for trustee's sale or other documents necessary to the foreclosure or trustee's sale in respect of a Mortgaged Property or to any legal action brought to obtain judgment against any Mortgagor on the Mortgage Note or Mortgage or to obtain a deficiency judgment, or to enforce any other remedies or rights provided by the Mortgage Note or Mortgage or otherwise available at law or in equity. Together with such documents or pleadings (if signed by the Trustee), the Master Servicer shall deliver to the Trustee a certificate of a Servicing Officer requesting that such pleadings or documents be executed by the Trustee and certifying as to the reason such documents or pleadings are required and that the execution and delivery thereof by the Trustee will not invalidate any insurance coverage under any Required Insurance Policy or invalidate or otherwise affect the lien of the Mortgage, except for the termination of such a lien upon completion of the foreclosure or trustee's sale. Section 3.16. Servicing and Other Compensation; Compensating Interest. -70- (a) The Master Servicer, as compensation for its activities hereunder, shall be entitled to receive on each Distribution Date the amounts provided for by clauses (iii), (iv), (v) and (vi) of Section 3.10(a), subject to clause (e) below. The amount of servicing compensation provided for in such clauses shall be accounted for on a Mortgage Loan-by-Mortgage Loan basis. In the event that Liquidation Proceeds, Insurance Proceeds and REO Proceeds (net of amounts reimbursable therefrom pursuant to Section 3.10(a)(ii)) in respect of a Cash Liquidation or REO Disposition exceed the unpaid principal balance of such Mortgage Loan plus unpaid interest accrued thereon (including REO Imputed Interest) at a per annum rate equal to the related Net Mortgage Rate (or the Modified Net Mortgage Rate in the case of a Modified Mortgage Loan), the Master Servicer shall be entitled to retain therefrom and to pay to itself and/or the related Subservicer, any Foreclosure Profits and any Servicing Fee or Subservicing Fee considered to be accrued but unpaid. (b) Additional servicing compensation in the form of prepayment charges, assumption fees, late payment charges, investment income on amounts in the Custodial Account or the Certificate Account or otherwise shall be retained by the Master Servicer or the Subservicer to the extent provided herein, subject to clause (e) below. (c) The Master Servicer shall be required to pay, or cause to be paid, all expenses incurred by it in connection with its servicing activities hereunder (including payment of premiums for the Primary Insurance Policies, if any, to the extent such premiums are not required to be paid by the related Mortgagors, and the fees and expenses of the Trustee and any Custodian) and shall not be entitled to reimbursement therefor except as specifically provided in Sections 3.10 and 3.14. (d) The Master Servicer's right to receive servicing compensation may not be transferred in whole or in part except in connection with the transfer of all of its responsibilities and obligations of the Master Servicer under this Agreement. (e) Notwithstanding clauses (a) and (b) above, the amount of servicing compensation that the Master Servicer shall be entitled to receive for its activities hereunder for the period ending on each Distribution Date shall be reduced (but not below zero) by an amount equal to Compensating Interest (if any) for such Distribution Date. Such reduction shall be applied during such period as follows: first, to any Servicing Fee or Subservicing Fee to which the Master Servicer is entitled pursuant to Section 3.10(a)(iii); second, to any income or gain realized from any investment of funds held in the Custodial Account or the Certificate Account to which the Master Servicer is entitled pursuant to Sections 3.07(c) or 4.01(b), respectively; and third, to any amounts of servicing compensation to which the Master Servicer is entitled pursuant to Section 3.10(a)(v) or (vi). In making such reduction, the Master Servicer will not withdraw from the Custodial Account any such amount representing all or a portion of the Servicing Fee to which it is entitled pursuant to Section 3.10(a)(iii); (ii) will not withdraw from the Custodial Account or Certificate Account any such amount to which it is entitled pursuant to Section 3.07(c) or 4.01(b) and (iii) will not withdraw from the Custodial Account any such amount of servicing compensation to which it is entitled pursuant to Section 3.10(a)(v) or (vi). With respect to any Distribution Date, Compensating Interest shall be used on such Distribution Date to cover any Prepayment Interest Shortfalls on the Mortgage Loans. -71- Section 3.17. Reports to the Trustee and the Depositor. Not later than fifteen days after each Distribution Date, the Master Servicer shall forward to the Trustee and the Depositor a statement, certified by a Servicing Officer, setting forth the status of the Custodial Account as of the close of business on such Distribution Date as it relates to the Mortgage Loans and showing, for the period covered by such statement, the aggregate of deposits in or withdrawals from the Custodial Account in respect of the Mortgage Loans for each category of deposit specified in Section 3.07 and each category of withdrawal specified in Section 3.10. Section 3.18. Annual Statement as to Compliance. The Master Servicer will deliver to the Depositor and the Trustee on or before March 31 of each year, beginning with the first March 31 that occurs at least six months after the Cut-off Date, an Officers' Certificate stating, as to each signer thereof, that (i) a review of the activities of the Master Servicer during the preceding calendar year related to its servicing of mortgage loans and of its performance under the pooling and servicing agreements, including this Agreement, has been made under such officers' supervision, (ii) to the best of such officers' knowledge, based on such review, the Master Servicer has complied in all material respects with the minimum servicing standards set forth in the Uniform Single Attestation Program for Mortgage Bankers and has fulfilled all of its material obligations in all material respects throughout such year, or, if there has been material noncompliance with such servicing standards or a default in the fulfillment in all material respects of any such obligation relating to this Agreement, such statement shall include a description of such noncompliance or specify each such default, as the case may be, known to such officer and the nature and status thereof and (iii) to the best of such officers' knowledge, each Subservicer has complied in all material respects with the minimum servicing standards set forth in the Uniform Single Attestation Program for Mortgage Bankers and has fulfilled all of its material obligations under its Subservicing Agreement in all material respects throughout such year, or if there has been material noncompliance with such servicing standards or a material default in the fulfillment of such obligations relating to this Agreement, specifying such statement shall include a description of such noncompliance or specify each such default, as the case may be, known to such officer and the nature and status thereof. Section 3.19. Annual Independent Public Accountants' Servicing Report. On or before March 31 of each year, beginning with the first March 31 that occurs at least six months after the Cut-off Date, the Master Servicer at its expense shall cause a firm of independent public accountants which shall be members of the American Institute of Certified Public Accountants to furnish a report to the Depositor and the Trustee stating its opinion that, on the basis of an examination conducted by such firm substantially in accordance with standards established by the American Institute of Certified Public Accountants, the assertions made pursuant to Section 3.18 regarding compliance with the minimum servicing standards set forth in the Uniform Single Attestation Program for Mortgage Bankers during the preceding calendar year are fairly stated in all -72- material respects, subject to such exceptions and other qualifications that, in the opinion of such firm, such accounting standards require it to report. In rendering such statement, such firm may rely, as to matters relating to the direct servicing of mortgage loans by Subservicers, upon comparable statements for examinations conducted by independent public accountants substantially in accordance with standards established by the American Institute of Certified Public Accountants (rendered within one year of such statement) with respect to such Subservicers. Section 3.20. Right of the Depositor in Respect of the Master Servicer. The Master Servicer shall afford the Depositor, upon reasonable notice, during normal business hours access to all records maintained by the Master Servicer in respect of its rights and obligations hereunder and access to officers of the Master Servicer responsible for such obligations. Upon request, the Master Servicer shall furnish the Depositor with its most recent financial statements and such other information as the Master Servicer possesses regarding its business, affairs, property and condition, financial or otherwise. The Master Servicer shall also cooperate with all reasonable requests for information including, but not limited to, notices, tapes and copies of files, regarding itself, the Mortgage Loans or the Certificates from any Person or Persons identified by the Depositor or Residential Funding. The Depositor may, but is not obligated to perform, or cause a designee to perform, any defaulted obligation of the Master Servicer hereunder or exercise the rights of the Master Servicer hereunder; provided that the Master Servicer shall not be relieved of any of its obligations hereunder by virtue of such performance by the Depositor or its designee. The Depositor shall not have the responsibility or liability for any action or failure to act by the Master Servicer and is not obligated to supervise the performance of the Master Servicer under this Agreement or otherwise. -73- ARTICLE IV PAYMENTS TO CERTIFICATEHOLDERS Section 4.01. Certificate Account. (a) The Master Servicer acting as agent of the Trustee shall establish and maintain a Certificate Account in which the Master Servicer shall cause to be deposited on behalf of the Trustee on or before 2:00 P.M. New York time on each Certificate Account Deposit Date by wire transfer of immediately available funds an amount equal to the sum of (i) any Advance for the immediately succeeding Distribution Date, (ii) any amount required to be deposited in the Certificate Account pursuant to Section 3.12(a), (iii) any amount required to be deposited in the Certificate Account pursuant to Section 3.16(e) or Section 4.07, (iv) any amount required to be paid pursuant to Section 9.01, and (v) all other amounts constituting the Available Distribution Amount for the immediately succeeding Distribution Date. (b) The Trustee shall, upon written request from the Master Servicer, invest or cause the institution maintaining the Certificate Account to invest the funds in the Certificate Account in Permitted Investments designated in the name of the Trustee for the benefit of the Certificateholders, which shall mature not later than the Business Day next preceding the Distribution Date next following the date of such investment (except that (i) any investment in the institution with which the Certificate Account is maintained may mature on such Distribution Date and (ii) any other investment may mature on such Distribution Date if the Trustee shall advance funds on such Distribution Date to the Certificate Account in the amount payable on such investment on such Distribution Date, pending receipt thereof to the extent necessary to make distributions on the Certificates) and shall not be sold or disposed of prior to maturity. All income and gain realized from any such investment shall be for the benefit of the Master Servicer and shall be subject to its withdrawal or order from time to time. The amount of any losses incurred in respect of any such investments shall be deposited in the Certificate Account by the Master Servicer out of its own funds immediately as realized. Section 4.02. Distributions. (a) On each Distribution Date, the Trustee (or the Paying Agent on behalf of the Trustee) shall allocate and distribute the Principal Distribution Amount for such date to the interest issued in respect of REMIC I and REMIC II as specified in this Section. (b) (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests: (i) to the Holders of REMIC I Regular Interests, in an amount equal to -74- (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I Regular Interest LT10 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the REMIC I Regular Interest LT10 Maximum Interest Deferral Amount; and (ii) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the proceeds relating to the Mortgage Loans after the distributions made pursuant to clause (i) above, allocated as follows (except as provided below): (i) to the Holders of the REMIC I Regular Interest LT1, 98.00% of such remainder; (ii) to the Holders of the REMIC I Regular Interest LT2-I, LT3, LT4, LT5, LT6, LT7, LT8 and LT9, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class M-1, Class M- 2 and Class M-3 Certificates, respectively; and (iii)to the Holders of the REMIC I Regular Interest LT10, 1.00% of such remainder; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest LT1 and REMIC I Regular Interest LT10, respectively. (2) [reserved] (3) Notwithstanding the distributions on the REMIC I Regular Interests described in this Section 4.02(b), distribution of funds from the Certificate Account shall be made only in accordance with Section 4.02(c). (c) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on the next preceding Record Date (other than as provided in Section 9.01 respecting the final -75- distribution) either in immediately available funds (by wire transfer or otherwise) to the account of such Certificateholder at a bank or other entity having appropriate facilities therefor, if such Certificateholder has so notified the Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts), in the following order of priority, in each case to the extent of the Available Distribution Amount: (i) to the Class A Certificateholders, Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls, to the extent not covered by Compensating Interest pursuant to Section 3.16, allocated to the Class A Certificates as described in Section 4.02(e) below (the "Class A Interest Distribution Amount"), with such amount allocated among the Class A Certificateholders on a pro rata basis; (ii) to the Class M-1 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls, to the extent not covered by Compensating Interest pursuant to Section 3.16, allocated to the Class M-1 Certificates as described in Section 4.02(e) (the "Class M-1 Interest Distribution Amount"); (iii) to the Class M-2 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls, to the extent not covered by Compensating Interest pursuant to Section 3.16, allocated to the Class M-2 Certificates as described in Section 4.02(e) (the "Class M-2 Interest Distribution Amount"); (iv) to the Class M-3 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls, to the extent not covered by Compensating Interest pursuant to Section 3.16, allocated to the Class M-3 Certificates as described in Section 4.02(e) (the "Class M-3 Interest Distribution Amount"); -76- (v) to the Class A Certificateholders, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class A Principal Distribution Amount, in the order described in Section 4.02(d), until the aggregate Certificate Principal Balance of the Class A Certificates has been reduced to zero; (vi) to the Class M-1 Certificateholders, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-1 Certificates has been reduced to zero; (vii) to the Class M-2 Certificateholders, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-2 Certificates has been reduced to zero; (viii) to the Class M-3 Certificateholders, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-3 Certificates has been reduced to zero; (ix) to the Class A Certificateholders and Class M Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto with respect to the Mortgage Loans, to the extent not covered by Compensating Interest on such Distribution Date; (x) to the Class A Certificateholders and Class M Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon; (xi) to the Class SB Certificates, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, Accrued Certificate Interest thereon and the amount of any Overcollateralization Reduction Amount for such Distribution Date; and (xii) to the Class R-II Certificateholders, the balance, if any, of the Available Distribution Amount. (e) Any amounts payable to the Class A Certificateholders pursuant to 4.02(c)(v) shall be allocated to the Class A-1, Class A-2, Class A-3, Class A-4 and Class A-5 Certificates, in that order, in each case until the Certificate Principal Balance thereof has been reduced to zero. -77- (g) Any Prepayment Interest Shortfalls which are not covered by Compensative Interest as described in Section 3.16 will be allocated among the Class A Certificates and Class M Certificates pro rata in accordance with the amount of Accrued Certificate Interest that would have accrued on that Certificate absent these shortfalls. Any such uncovered Prepayment Interest Shortfalls will be paid solely pursuant to Section 4.02(c)(ix) and (x), to the extent funds are available therefor. (i) In addition to the foregoing distributions, with respect to any Mortgage Loan that was previously the subject of a Cash Liquidation or an REO Disposition that resulted in a Realized Loss, in the event that within two years of the date on which such Realized Loss was determined to have occurred the Master Servicer receives amounts which the Master Servicer reasonably believes to represent subsequent recoveries (net of any related liquidation expenses), or determines that it holds surplus amounts previously reserved to cover estimated expenses specifically related to such Mortgage Loan (including, but not limited to, recoveries (net of any related liquidation expenses) in respect of the representations and warranties made by the related Seller pursuant to the applicable Seller's Agreement), the Master Servicer shall distribute such amounts to the Class or Classes to which such Realized Loss was allocated (with the amounts to be distributed allocated among such Classes in the same proportions as such Realized Loss was allocated), and within each such Class to the Certificateholders of record as of the Record Date immediately preceding the date of such distribution (or if such Class of Certificates is no longer outstanding, to the Certificateholders of record at the time that such Realized Loss was allocated); provided that no such distribution to any Class of Certificates of subsequent recoveries related to a Mortgage Loan shall exceed, either individually or in the aggregate and together with any other amounts paid in reimbursement therefor, the amount of the related Realized Loss that was allocated to such Class of Certificates. For the purposes of this Section 4.02(f) any allocation of a Realized Loss to Excess Cash Flow will be treated as an allocation of a Realized Loss to the Class A Certificates and Class M Certificates. (k) Each distribution with respect to a Book-Entry Certificate shall be paid to the Depository, as Holder thereof, and the Depository shall be responsible for crediting the amount of such distribution to the accounts of its Depository Participants in accordance with its normal procedures. Each Depository Participant shall be responsible for disbursing such distribution to the Certificate Owners that it represents and to each indirect participating brokerage firm (a "brokerage firm" or "indirect participating firm") for which it acts as agent. Each brokerage firm shall be responsible for disbursing funds to the Certificate Owners that it represents. None of the Trustee, the Certificate Registrar, the Depositor or the Master Servicer shall have any responsibility therefor except as otherwise provided by this Agreement or applicable law. (m) Except as otherwise provided in Section 9.01, if the Master Servicer anticipates that a final distribution with respect to any Class of Certificates will be made on the next Distribution Date, the Master Servicer shall, no later than the Determination Date in the month of such final distribution, notify the Trustee and the Trustee shall, no later than two (2) Business Days after such Determination Date, mail on such date to each Holder of such Class of Certificates a notice to the effect that: (i) the Trustee anticipates that the final distribution with respect to such Class of Certificates will be made on such Distribution Date but only upon presentation and -78- surrender of such Certificates at the office of the Trustee or as otherwise specified therein, and (ii) no interest shall accrue on such Certificates from and after the end of the prior calendar month. In the event that Certificateholders required to surrender their Certificates pursuant to Section 9.01(c) do not surrender their Certificates for final cancellation, the Trustee shall cause funds distributable with respect to such Certificates to be withdrawn from the Certificate Account and credited to a separate escrow account for the benefit of such Certificateholders as provided in Section 9.01(d). Section 4.04. Statements to Certificateholders. (b) Concurrently with each distribution charged to the Certificate Account and with respect to each Distribution Date the Master Servicer shall forward to the Trustee and the Trustee shall forward by mail or otherwise make available electronically to each Holder and the Depositor a statement setting forth the following information as to each Class of Certificates, in each case to the extent applicable: (ii) (A) the amount of such distribution to the Certificateholders of such Class applied to reduce the Certificate Principal Balance thereof, and (B) the aggregate amount included therein representing Principal Prepayments; (iv) the amount of such distribution to Holders of such Class of Certificates allocable to interest; (vi) if the distribution to the Holders of such Class of Certificates is less than the full amount that would be distributable to such Holders if there were sufficient funds available therefor, the amount of the shortfall; (viii) the amount of any Advance by the Master Servicer with respect to the Mortgage Loans pursuant to Section 4.04; (x) the number of Mortgage Loans and the Stated Principal Balance after giving effect to the distribution of principal on such Distribution Date; (xii) the aggregate Certificate Principal Balance of each Class of the Certificates, after giving effect to the amounts distributed on such Distribution Date, separately identifying any reduction thereof due to Realized Losses other than pursuant to an actual distribution of principal; (xiv) on the basis of the most recent reports furnished to it by Subservicers, the number and aggregate principal balances of Mortgage Loans that are Delinquent (A) one month, (B) two months and (C) three or more months and the number and aggregate principal balance of Mortgage Loans that are in foreclosure; -79- (xvi)the number, aggregate principal balance and book value of any REO Properties; (xviii)the aggregate Accrued Certificate Interest remaining unpaid, if any, for each Class of Certificates, after giving effect to the distribution made on such Distribution Date; (xx) the aggregate amount of Realized Losses for such Distribution Date and the aggregate amount of Realized Losses on the Mortgage Loans incurred since the Cut-off Date; (xxii) the Special Hazard Amount, Fraud Loss Amount and Bankruptcy Amount as of the close of business on such Distribution Date and a description of any change in the calculation of such amounts; (xxiv) the Pass-Through Rate on each Class of Certificates, the Weighted Average Actual/360 Net Mortgage Rate and Weighted Average Net Mortgage Rate; (xxvi) the Overcollateralization Amount and the Required Overcollateralization Amount following such Distribution Date; (xxviii) the number and aggregate principal balance of Mortgage Loans repurchased under Section 4.07; (xxx)the aggregate amount of any recoveries on previously foreclosed loans from Residential Funding due to a breach of representation or warranty; (xxxii)the weighted average remaining term to maturity of the Mortgage Loans after giving effect to the amounts distributed on such Distribution Date; and (xxxiv) the weighted average Mortgage Rates of the Mortgage Loans after giving effect to the amounts distributed on such Distribution Date. In the case of information furnished pursuant to clauses (i) and (ii) above, the amounts shall be expressed as a dollar amount per Certificate with a $1,000 denomination. In addition to the statement provided to the Trustee as set forth in this Section 4.03(a), the Master Servicer shall provide to any manager of a trust fund consisting of some or all of the Certificates, upon reasonable request, such additional information as is reasonably obtainable by the Master Servicer at no additional expense to the Master Servicer. (d) Within a reasonable period of time after the end of each calendar year, the Master Servicer shall prepare, or cause to be prepared, and the Trustee shall forward, or cause to be forwarded, to each Person who at any time during the calendar year was the Holder of a Certificate, -80- other than a Class R Certificate, a statement containing the information set forth in clauses (i) and (ii) of subsection (a) above aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Master Servicer and Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Master Servicer and Trustee pursuant to any requirements of the Code. (f) As soon as reasonably practicable, upon the written request of any Certificateholder, the Master Servicer shall provide the requesting Certificateholder with such information as is necessary and appropriate, in the Master Servicer's sole discretion, for purposes of satisfying applicable reporting requirements under Rule 144A. Section 4.06. Distribution of Reports to the Trustee and the Depositor; Advances by the Master Servicer. (b) Prior to the close of business on the Business Day next succeeding each Determination Date, the Master Servicer shall furnish a written statement (which may be in a mutually agreeable electronic format) to the Trustee, any Paying Agent and the Depositor (the information in such statement to be made available to Certificateholders by the Master Servicer on request) (provided that the Master Servicer will use its best efforts to deliver such written statement not later than 12:00 p.m. New York time on the second Business Day prior to the Distribution Date) setting forth (i) the Available Distribution Amounts, (ii) the amounts required to be withdrawn from the Custodial Account and deposited into the Certificate Account on the immediately succeeding Certificate Account Deposit Date pursuant to clause (iii) of Section 4.01(a), (iii) the amount of Prepayment Interest Shortfalls, and (iv) to the extent required, a report detailing the Stated Principal Balance, Mortgage Rate, Modified Mortgage Rate, remaining term to maturity and Monthly Payment for any Modified Mortgage Loan pursuant to Section 3.13. The determination by the Master Servicer of such amounts shall, in the absence of obvious error, be presumptively deemed to be correct for all purposes hereunder and the Trustee shall be protected in relying upon the same without any independent check or verification. (d) On or before 2:00 P.M. New York time on each Certificate Account Deposit Date, the Master Servicer shall either (i) deposit in the Certificate Account from its own funds, or funds received therefor from the Subservicers, an amount equal to the Advances to be made by the Master Servicer in respect of the related Distribution Date, which shall be in an aggregate amount equal to the aggregate amount of Monthly Payments (with each interest portion thereof adjusted to a per annum rate equal to the Net Mortgage Rate), less the amount of any related Servicing Modifications, Debt Service Reductions or reductions in the amount of interest collectable from the Mortgagor pursuant to the Relief Act or similar legislation or regulations then in effect, on the Outstanding Mortgage Loans as of the related Due Date in the related Due Period, which Monthly Payments were due during the related Due Period and not received as of the close of business as of the related Determination Date; provided that no Advance shall be made if it would be a Nonrecoverable Advance, (ii) withdraw from amounts on deposit in the Custodial Account and deposit in the Certificate Account all or a portion of the Amount Held for Future Distribution in discharge of any such Advance, or (iii) make advances in the form of any combination of clauses (i) and (ii) aggregating the amount of such Advance. Any portion of the Amount Held for Future -81- Distribution so used shall be replaced by the Master Servicer by deposit in the Certificate Account on or before 11:00 A.M. New York time on any future Certificate Account Deposit Date to the extent that funds attributable to the Mortgage Loans that are available in the Custodial Account for deposit in the Certificate Account on such Certificate Account Deposit Date shall be less than payments to Certificateholders required to be made on the following Distribution Date. The Master Servicer shall be entitled to use any Advance made by a Subservicer as described in Section 3.07(b) that has been deposited in the Custodial Account on or before such Distribution Date as part of the Advance made by the Master Servicer pursuant to this Section 4.04. The determination by the Master Servicer that it has made a Nonrecoverable Advance or that any proposed Advance, if made, would constitute a Nonrecoverable Advance, shall be evidenced by a certificate of a Servicing Officer delivered to the Depositor and the Trustee. In the event that the Master Servicer determines as of the Business Day preceding any Certificate Account Deposit Date that it will be unable to deposit in the Certificate Account an amount equal to the Advance required to be made for the immediately succeeding Distribution Date, it shall give notice to the Trustee of its inability to advance (such notice may be given by telecopy), not later than 3:00 P.M., New York time, on such Business Day, specifying the portion of such amount that it will be unable to deposit. Not later than 3:00 P.M., New York time, on the Certificate Account Deposit Date the Trustee shall, unless by 12:00 Noon, New York time, on such day the Trustee shall have been notified in writing (by telecopy) that the Master Servicer shall have directly or indirectly deposited in the Certificate Account such portion of the amount of the Advance as to which the Master Servicer shall have given notice pursuant to the preceding sentence, pursuant to Section 7.01, (a) terminate all of the rights and obligations of the Master Servicer under this Agreement in accordance with Section 7.01 and (b) assume the rights and obligations of the Master Servicer hereunder, including the obligation to deposit in the Certificate Account an amount equal to the Advance for the immediately succeeding Distribution Date. The Trustee shall deposit all funds it receives pursuant to this Section 4.04 into the Certificate Account. Section 4.08. Allocation of Realized Losses. (b) Prior to each Distribution Date, the Master Servicer shall determine the total amount of Realized Losses, if any, that resulted from any Cash Liquidation, Servicing Modifications, Debt Service Reduction, Deficient Valuation or REO Disposition that occurred during the related Prepayment Period or, in the case of a Servicing Modification that constitutes a reduction of the interest rate on a Mortgage Loan, the amount of the reduction in the interest portion of the Monthly Payment due in the month in which such Distribution Date occurs. The amount of each Realized Loss shall be evidenced by an Officers' Certificate. All Realized Losses on the Mortgage Loans (other than Excess Losses) shall be allocated as follows: first, to the Excess Cash Flow, by increasing the amount of clause (iv) of the definition of Principal Distribution Amount, second, by reduction of the Overcollateralization Amount, until such amount has been reduced to zero; third, to the Class M-3 Certificates; fourth, to the Class M-2 Certificates; fifth, to the Class M-1 Certificates; and -82- thereafter, to the Class A Certificates on a pro rata basis. Any Excess Losses on the Mortgage Loans will be allocated to the Class A Certificates and Class M Certificates on a pro rata basis, in an amount equal to a fraction of such losses equal to (x) the aggregate Certificate Principal Balance of the Class A Certificates and Class M Certificates over (y) the aggregate Stated Principal Balance of the Mortgage Loans, and the remainder of such losses shall be allocated to the Overcollateralization Amount in reduction of the amount thereof. (d) Any allocation of the principal portion of Realized Losses (other than Debt Service Reductions) to the Class A Certificates or Class M Certificates shall be made by reducing the Certificate Principal Balance thereof by the amount so allocated, which allocation shall be deemed to have occurred on such Distribution Date. Allocations of the interest portions of Realized Losses shall be made by operation of the definition of "Accrued Certificate Interest" and by operation of the priority of payment provisions of Section 4.02(c). All Realized Losses and all other losses allocated to a Class of Certificates hereunder will be allocated among the Certificates of such Class in proportion to the Percentage Interests evidenced thereby. (f) All Realized Losses on the Mortgage Loans shall be allocated on each Distribution Date to the following REMIC I Regular Interests in the specified percentages, as follows: first, to Uncertificated Accrued Interest payable to the REMIC I Regular Interests LT1 and LT10 up to an aggregate amount equal to the excess of (a) the REMIC I Interest Loss Allocation Amount over (b) Prepayment Interest Shortfalls (to the extent not covered by Compensating Interest) relating to the Mortgage Loans for such Distribution Date, 98% and 2%, respectively; second, to the Uncertificated Principal Balances of the REMIC I Regular Interests LT1 and LT10 up to an aggregate amount equal to the REMIC I Principal Loss Allocation Amount, 98% and 2%, respectively; third, to the Uncertificated Principal Balances of REMIC I Regular Interests LT1, 98%, LT2, LT3, LT4, LT5, LT6, LT7, LT8 and LT9, 1% pro rata, and LT10, 1%, until the Uncertificated Balance of each of REMIC I Regular Interests LT2, LT3, LT4, LT5, LT6, LT7, LT8 and LT9 have been reduced to zero. Section 4.10. Reports of Foreclosures and Abandonment of Mortgaged Property. The Master Servicer or the Subservicers shall file information returns with respect to the receipt of mortgage interest received in a trade or business, the reports of foreclosures and abandonments of any Mortgaged Property and the informational returns relating to cancellation of indebtedness income with respect to any Mortgaged Property required by Sections 6050H, 6050J and 6050P of the Code, respectively, and deliver to the Trustee an Officers' Certificate on or before March 31 of each year stating that such reports have been filed. Such reports shall be in form and substance sufficient to meet the reporting requirements imposed by such Sections 6050H, 6050J and 6050P of the Code. Section 4.12. Optional Purchase of Defaulted Mortgage Loans. -83- As to any Mortgage Loan which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor. If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer without recourse to the Master Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. -84- ARTICLE V THE CERTIFICATES Section 6.02. The Certificates. (b) The Class A Certificates, Class M Certificates, Class SB Certificates and Class R Certificates shall be substantially in the forms set forth in Exhibits A, B, C and D, respectively, and shall, on original issue, be executed and delivered by the Trustee to the Certificate Registrar for authentication and delivery to or upon the order of the Depositor upon receipt by the Trustee or one or more Custodians of the documents specified in Section 2.01. The Class A Certificates and Class M Certificates shall be issuable in minimum dollar denominations of $25,000 and integral multiples of $1 in excess thereof. The Class SB Certificates shall be issuable in registered, certificated form in minimum percentage interests of 5.00% and integral multiples of 0.01% in excess thereof. Each Class of Class R Certificates shall be issued in registered, certificated form in minimum percentage interests of 20.00% and integral multiples of 0.01% in excess thereof; provided, however, that one Class R Certificate of each Class will be issuable to the REMIC Administrator as "tax matters person" pursuant to Section 10.01(c) in a minimum denomination representing a Percentage Interest of not less than 0.01%. The Certificates shall be executed by manual or facsimile signature on behalf of an authorized officer of the Trustee. Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Trustee shall bind the Trustee, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Certificate or did not hold such offices at the date of such Certificates. No Certificate shall be entitled to any benefit under this Agreement, or be valid for any purpose, unless there appears on such Certificate a certificate of authentication substantially in the form provided for herein executed by the Certificate Registrar by manual signature, and such certificate upon any Certificate shall be conclusive evidence, and the only evidence, that such Certificate has been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. (d) The Class A Certificates and Class M Certificates shall initially be issued as one or more Certificates registered in the name of the Depository or its nominee and, except as provided below, registration of such Certificates may not be transferred by the Trustee except to another Depository that agrees to hold such Certificates for the respective Certificate Owners with Ownership Interests therein. The Certificate Owners shall hold their respective Ownership Interests in and to each Class A Certificate or Class M Certificate, through the book-entry facilities of the Depository and, except as provided below, shall not be entitled to Definitive Certificates in respect of such Ownership Interests. All transfers by Certificate Owners of their respective Ownership Interests in the Book-Entry Certificates shall be made in accordance with the procedures established by the Depository Participant or brokerage firm representing such Certificate Owner. Each Depository Participant shall transfer the Ownership Interests only in the Book-Entry Certificates of -85- Certificate Owners it represents or of brokerage firms for which it acts as agent in accordance with the Depository's normal procedures. The Trustee, the Master Servicer and the Depositor may for all purposes (including the making of payments due on the respective Classes of Book-Entry Certificates) deal with the Depository as the authorized representative of the Certificate Owners with respect to the respective Classes of Book-Entry Certificates for the purposes of exercising the rights of Certificateholders hereunder. The rights of Certificate Owners with respect to the respective Classes of Book-Entry Certificates shall be limited to those established by law and agreements between such Certificate Owners and the Depository Participants and brokerage firms representing such Certificate Owners. Multiple requests and directions from, and votes of, the Depository as Holder of any Class of Book- Entry Certificates with respect to any particular matter shall not be deemed inconsistent if they are made with respect to different Certificate Owners. The Trustee may establish a reasonable record date in connection with solicitations of consents from or voting by Certificateholders and shall give notice to the Depository of such record date. If (i)(A) the Depositor advises the Trustee in writing that the Depository is no longer willing or able to properly discharge its responsibilities as Depository and (B) the Depositor is unable to locate a qualified successor or (ii) the Depositor at its option advises the Trustee in writing that it elects to terminate the book-entry system through the Depository, the Trustee shall notify all Certificate Owners, through the Depository, of the occurrence of any such event and of the availability of Definitive Certificates to Certificate Owners requesting the same. Upon surrender to the Trustee of the Book-Entry Certificates by the Depository, accompanied by registration instructions from the Depository for registration of transfer, the Trustee shall issue the Definitive Certificates. Neither the Depositor, the Master Servicer nor the Trustee shall be liable for any actions taken by the Depository or its nominee, including, without limitation, any delay in delivery of such instructions and may conclusively rely on, and shall be protected in relying on, such instructions. Upon the issuance of Definitive Certificates all references herein to obligations imposed upon or to be performed by the Depositor in connection with the issuance of the Definitive Certificates pursuant to this Section 5.01 shall be deemed to be imposed upon and performed by the Trustee, and the Trustee and the Master Servicer shall recognize the Holders of the Definitive Certificates as Certificateholders hereunder. (f) Each of the Certificates is intended to be a "security" governed by Article 8 of the Uniform Commercial Code as in effect in the State of New York and any other applicable jurisdiction, to the extent that any of such laws may be applicable. Section 6.04. Registration of Transfer and Exchange of Certificates. (b) The Trustee shall cause to be kept at one of the offices or agencies to be appointed by the Trustee in accordance with the provisions of Section 8.12 a Certificate Register in which, subject to such reasonable regulations as it may prescribe, the Trustee shall provide for the registration of Certificates and of transfers and exchanges of Certificates as herein provided. The Trustee is initially appointed Certificate Registrar for the purpose of registering Certificates and -86- transfers and exchanges of Certificates as herein provided. The Certificate Registrar, or the Trustee, shall provide the Master Servicer with a certified list of Certificateholders as of each Record Date prior to the related Determination Date. (d) Upon surrender for registration of transfer of any Certificate at any office or agency of the Trustee maintained for such purpose pursuant to Section 8.12 and, in the case of any Class SB or R Certificate, upon satisfaction of the conditions set forth below, the Trustee shall execute and the Certificate Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, one or more new Certificates of a like Class and aggregate Percentage Interest. (f) At the option of the Certificateholders, Certificates may be exchanged for other Certificates of authorized denominations of a like Class and aggregate Percentage Interest, upon surrender of the Certificates to be exchanged at any such office or agency. Whenever any Certificates are so surrendered for exchange the Trustee shall execute and the Certificate Registrar shall authenticate and deliver the Certificates of such Class which the Certificateholder making the exchange is entitled to receive. Every Certificate presented or surrendered for transfer or exchange shall (if so required by the Trustee or the Certificate Registrar) be duly endorsed by, or be accompanied by a written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder thereof or his attorney duly authorized in writing. (h) No transfer, sale, pledge or other disposition of a Class SB or Class R Certificate shall be made unless such transfer, sale, pledge or other disposition is exempt from the registration requirements of the Securities Act of 1933, as amended (the "1933 Act"), and any applicable state securities laws or is made in accordance with said Act and laws. Except as otherwise provided in this Section 5.02(d), in the event that a transfer of a Class SB or Class R Certificate is to be made, (i) unless the Depositor directs the Trustee otherwise, the Trustee shall require a written Opinion of Counsel acceptable to and in form and substance satisfactory to the Trustee and the Depositor that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from said Act and laws or is being made pursuant to said Act and laws, which Opinion of Counsel shall not be an expense of the Trustee, the Trust Fund, the Depositor or the Master Servicer, and (ii) the Trustee shall require the transferee to execute a representation letter, substantially in the form of Exhibit I hereto, and the Trustee shall require the transferor to execute a representation letter, substantially in the form of Exhibit J hereto, each acceptable to and in form and substance satisfactory to the Depositor and the Trustee certifying to the Depositor and the Trustee the facts surrounding such transfer, which representation letters shall not be an expense of the Trustee, the Trust Fund, the Depositor or the Master Servicer. In lieu of the requirements set forth in the preceding sentence, transfers of Class SB or Class R Certificates may be made in accordance with this Section 5.02(d) if the prospective transferee of such a Certificate provides the Trustee and the Master Servicer with an investment letter substantially in the form of Exhibit N attached hereto, which investment letter shall not be an expense of the Trustee, the Depositor, or the Master Servicer, and which investment letter states that, among other things, such transferee (i) is a "qualified institutional buyer" as defined under Rule 144A, acting for its own account or the accounts of other "qualified institutional buyers" as defined under Rule 144A, and (ii) is aware that the proposed transferor intends to rely on the exemption from registration -87- requirements under the 1933 Act provided by Rule 144A. The Holder of a Class SB or Class R Certificate desiring to effect any transfer, sale, pledge or other disposition shall, and does hereby agree to, indemnify the Trustee, the Depositor, the Master Servicer and the Certificate Registrar against any liability that may result if the transfer, sale, pledge or other disposition is not so exempt or is not made in accordance with such federal and state laws and this Agreement. (j) In the case of any Class M, Class SB or Class R Certificate presented for registration in the name of any Person, either (i) the Trustee shall require an Opinion of Counsel acceptable to and in form and substance satisfactory to the Trustee, the Depositor and the Master Servicer to the effect that the purchase or holding of such Class SB or Class R Certificate is permissible under applicable law, will not constitute or result in any non-exempt prohibited transaction under Section 406 of ERISA, or Section 4975 of the Code (or comparable provisions of any subsequent enactments), and will not subject the Trustee, the Depositor or the Master Servicer to any obligation or liability (including obligations or liabilities under ERISA or Section 4975 of the Code) in addition to those undertaken in this Agreement, which Opinion of Counsel shall not be an expense of the Trustee, the Depositor or the Master Servicer or (ii) the prospective transferee shall be required to provide the Trustee, the Depositor and the Master Servicer with a certification to the effect set forth in Exhibit P (with respect to a Class M Certificate), Exhibit O (with respect to a Class SB Certificate) or in paragraph fourteen of Exhibit H-1 (with respect to a Class R Certificate), which the Trustee may rely upon without further inquiry or investigation, or such other certifications as the Trustee may deem desirable or necessary in order to establish that such transferee or the Person in whose name such registration is requested either (a) is not an employee benefit plan or other plan subject to the prohibited transaction provisions of ERISA or Section 4975 of the Code, or any Person (including an insurance company investing its general accounts, an investment manager, a named fiduciary or a trustee of any such plan) who is using "plan assets" of any such plan to effect such acquisition or (b) in the case of a Class M Certificate, the following conditions are satisfied: (i) such Transferee is an insurance company, (ii) the source of funds used to purchase or hold such Certificate (or interest therein) is an "insurance company general account" (as defined in U.S. Department of Labor Prohibited Transaction Class Exemption ("PTCE") 95-60, and (iii) the conditions set forth in Sections I and III of PTCE 95-60 have been satisfied (each entity that satisfies this clause (b), a "Complying Insurance Company"). (l) (i) Each Person who has or who acquires any Ownership Interest in a Class R Certificate shall be deemed by the acceptance or acquisition of such Ownership Interest to have agreed to be bound by the following provisions and to have irrevocably authorized the Trustee or its designee under clause (iii)(A) below to deliver payments to a Person other than such Person and to negotiate the terms of any mandatory sale under clause (iii)(B) below and to execute all instruments of transfer and to do all other things necessary in connection with any such sale. The rights of each Person acquiring any Ownership Interest in a Class R Certificate are expressly subject to the following provisions: (B) Each Person holding or acquiring any Ownership Interest in a Class R Certificate shall be a Permitted Transferee and shall promptly notify the Trustee of any change or impending change in its status as a Permitted Transferee. -88- (D) In connection with any proposed Transfer of any Ownership Interest in a Class R Certificate, the Trustee shall require delivery to it, and shall not register the Transfer of any Class R Certificate until its receipt of, (I) an affidavit and agreement (a "Transfer Affidavit and Agreement," in the form attached hereto as Exhibit H-1) from the proposed Transferee, in form and substance satisfactory to the Master Servicer, representing and warranting, among other things, that it is a Permitted Transferee, that it is not acquiring its Ownership Interest in the Class R Certificate that is the subject of the proposed Transfer as a nominee, trustee or agent for any Person who is not a Permitted Transferee, that for so long as it retains its Ownership Interest in a Class R Certificate, it will endeavor to remain a Permitted Transferee, and that it has reviewed the provisions of this Section 5.02(f) and agrees to be bound by them, and (II) a certificate, in the form attached hereto as Exhibit H-2, from the Holder wishing to transfer the Class R Certificate, in form and substance satisfactory to the Master Servicer, representing and warranting, among other things, that no purpose of the proposed Transfer is to impede the assessment or collection of tax. (F) Notwithstanding the delivery of a Transfer Affidavit and Agreement by a proposed Transferee under clause (B) above, if a Responsible Officer of the Trustee who is assigned to this Agreement has actual knowledge that the proposed Transferee is not a Permitted Transferee, no Transfer of an Ownership Interest in a Class R Certificate to such proposed Transferee shall be effected. (H) Each Person holding or acquiring any Ownership Interest in a Class R Certificate shall agree (x) to require a Transfer Affidavit and Agreement from any other Person to whom such Person attempts to transfer its Ownership Interest in a Class R Certificate and (y) not to transfer its Ownership Interest unless it provides a certificate to the Trustee in the form attached hereto as Exhibit H-2. (J) Each Person holding or acquiring an Ownership Interest in a Class R Certificate, by purchasing an Ownership Interest in such Certificate, agrees to give the Trustee written notice that it is a "pass-through interest holder" within the meaning of Temporary Treasury Regulations Section 1.67-3T(a)(2)(i)(A) immediately upon acquiring an Ownership Interest in a Class R Certificate, if it is, or is holding an Ownership Interest in a -89- Class R Certificate on behalf of, a "pass-through interest holder." (ii) The Trustee will register the Transfer of any Class R Certificate only if it shall have received the Transfer Affidavit and Agreement, a certificate of the Holder requesting such transfer in the form attached hereto as Exhibit H-2 and all of such other documents as shall have been reasonably required by the Trustee as a condition to such registration. Transfers of the Class R Certificates to Non-United States Persons and Disqualified Organizations (as defined in Section 860E(e)(5) of the Code) are prohibited. (B) If any Disqualified Organization shall become a holder of a Class R Certificate, then the last preceding Permitted Transferee shall be restored, to the extent permitted by law, to all rights and obligations as Holder thereof retroactive to the date of registration of such Transfer of such Class R Certificate. If a Non-United States Person shall become a holder of a Class R Certificate, then the last preceding United States Person shall be restored, to the extent permitted by law, to all rights and obligations as Holder thereof retroactive to the date of registration of such Transfer of such Class R Certificate. If a transfer of a Class R Certificate is disregarded pursuant to the provisions of Treasury Regulations Section 1.860E-1 or Section 1.860G-3, then the last preceding Permitted Transferee shall be restored, to the extent permitted by law, to all rights and obligations as Holder thereof retroactive to the date of registration of such Transfer of such Class R Certificate. The Trustee shall be under no liability to any Person for any registration of Transfer of a Class R Certificate that is in fact not permitted by this Section 5.02(f) or for making any payments due on such Certificate to the holder thereof or for taking any other action with respect to such holder under the provisions of this Agreement. (D) If any purported Transferee shall become a Holder of a Class R Certificate in violation of the restrictions in this Section 5.02(f) and to the extent that the retroactive restoration of the rights of the Holder of such Class R Certificate as described in clause (iii)(A) above shall be invalid, illegal or unenforceable, then the Master Servicer shall have the right, without notice to the holder or any prior holder of such Class R Certificate, to sell such Class R Certificate to a purchaser selected by the Master Servicer on such terms as the Master Servicer may choose. Such purported Transferee shall promptly endorse and deliver each Class R Certificate in -90- accordance with the instructions of the Master Servicer. Such purchaser may be the Master Servicer itself or any Affiliate of the Master Servicer. The proceeds of such sale, net of the commissions (which may include commissions payable to the Master Servicer or its Affiliates), expenses and taxes due, if any, will be remitted by the Master Servicer to such purported Transferee. The terms and conditions of any sale under this clause (iii)(B) shall be determined in the sole discretion of the Master Servicer, and the Master Servicer shall not be liable to any Person having an Ownership Interest in a Class R Certificate as a result of its exercise of such discretion. (iv) The Master Servicer, on behalf of the Trustee, shall make available, upon written request from the Trustee, all information necessary to compute any tax imposed (A) as a result of the Transfer of an Ownership Interest in a Class R Certificate to any Person who is a Disqualified Organization, including the information regarding "excess inclusions" of such Class R Certificates required to be provided to the Internal Revenue Service and certain Persons as described in Treasury Regulations Sections 1.860D-1(b)(5) and 1.860E- 2(a)(5), and (B) as a result of any regulated investment company, real estate investment trust, common trust fund, partnership, trust, estate or organization described in Section 1381 of the Code that holds an Ownership Interest in a Class R Certificate having as among its record holders at any time any Person who is a Disqualified Organization. Reasonable compensation for providing such information may be required by the Master Servicer from such Person. (vi) The provisions of this Section 5.02(f) set forth prior to this clause (v) may be modified, added to or eliminated, provided that there shall have been delivered to the Trustee the following: (B) Written notification from each Rating Agency to the effect that the modification, addition to or elimination of such provisions will not cause such Rating Agency to downgrade its then-current ratings, if any, of the Class A Certificates or Class M Certificates below the lower of the then-current rating or the rating assigned to such Certificates as of the Closing Date by such Rating Agency; and (D) A certificate of the Master Servicer stating that the Master Servicer has received an Opinion of Counsel, in form and substance satisfactory to the Master Servicer, to the effect that such modification, addition to or absence of such provisions will not cause any of REMIC I or REMIC II to cease to qualify as a REMIC and will not cause (x) any of REMIC I or REMIC II to be subject to an entity-level tax caused by the Transfer of any Class R Certificate to a Person that is a -91- Disqualified Organization or (y) a Certificateholder or another Person to be subject to a REMIC-related tax caused by the Transfer of a Class R Certificate to a Person that is not a Permitted Transferee. (n) No service charge shall be made for any transfer or exchange of Certificates of any Class, but the Trustee may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer or exchange of Certificates. (p) All Certificates surrendered for transfer and exchange shall be destroyed by the Certificate Registrar. Section 6.06. Mutilated, Destroyed, Lost or Stolen Certificates. If (i) any mutilated Certificate is surrendered to the Certificate Registrar, or the Trustee and the Certificate Registrar receive evidence to their satisfaction of the destruction, loss or theft of any Certificate, and (ii) there is delivered to the Trustee and the Certificate Registrar such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Trustee or the Certificate Registrar that such Certificate has been acquired by a bona fide purchaser, the Trustee shall execute and the Certificate Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor, Class and Percentage Interest but bearing a number not contemporaneously outstanding. Upon the issuance of any new Certificate under this Section, the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee and the Certificate Registrar) connected therewith. Any duplicate Certificate issued pursuant to this Section shall constitute complete and indefeasible evidence of ownership in the Trust Fund, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time. Section 6.08. Persons Deemed Owners. Prior to due presentation of a Certificate for registration of transfer, the Depositor, the Master Servicer, the Trustee, the Certificate Registrar and any agent of the Depositor, the Master Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name any Certificate is registered as the owner of such Certificate for the purpose of receiving distributions pursuant to Section 4.02 and for all other purposes whatsoever, except as and to the extent provided in the definition of "Certificateholder" and in Section 4.08, and neither the Depositor, the Master Servicer, the Trustee, the Certificate Registrar nor any agent of the Depositor, the Master Servicer, the Trustee or the Certificate Registrar shall be affected by notice to the contrary except as provided in Section 5.02(f). Section 6.10. Appointment of Paying Agent. -92- The Trustee may appoint a Paying Agent for the purpose of making distributions to Certificateholders pursuant to Section 4.02. In the event of any such appointment, on or prior to each Distribution Date the Master Servicer on behalf of the Trustee shall deposit or cause to be deposited with the Paying Agent a sum sufficient to make the payments to Certificateholders in the amounts and in the manner provided for in Section 4.02 and 4.03, such sum to be held in trust for the benefit of Certificateholders. The Trustee shall cause each Paying Agent to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee that such Paying Agent will hold all sums held by it for the payment to Certificateholders in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. Any sums so held by such Paying Agent shall be held only in Eligible Accounts to the extent such sums are not distributed to the Certificateholders on the date of receipt by such Paying Agent. Section 6.12. Optional Purchase of Certificates. (b) On any Distribution Date on or after the Optional Termination Date, the Master Servicer shall have the right, at its option, to purchase the Class A Certificates and Class M Certificates in whole, but not in part, at a price equal to the sum of the outstanding Certificate Principal Balance of such Certificates plus the sum of one month's Accrued Certificate Interest thereon, any previously unpaid Accrued Certificate Interest, and any unpaid Prepayment Interest Shortfall previously allocated thereto. (d) The Master Servicer shall give the Trustee not less than 60 days' prior notice of the Distribution Date on which the Master Servicer anticipates that it will purchase the related Certificates pursuant to Section 5.06(a). Notice of any such purchase, specifying the Distribution Date upon which the Holders may surrender their Certificates to the Trustee for payment in accordance with this Section 5.06, shall be given promptly by the Master Servicer by letter to Certificateholders (with a copy to the Certificate Registrar and each Rating Agency) mailed not earlier than the 15th day and not later than the 25th day of the month next preceding the month of such final distribution specifying: (ii) the Distribution Date upon which purchase of the related Certificates is anticipated to be made upon presentation and surrender of such Certificates at the office or agency of the Trustee therein designated, (iv) the purchase price therefor, if known, and (vi) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee therein specified. -93- If the Master Servicer gives the notice specified above, the Master Servicer shall deposit in the Certificate Account before the Distribution Date on which the purchase pursuant to Section 5.06(a) is to be made, in immediately available funds, an amount equal to the purchase price for the Certificates computed as provided above. (f) Upon presentation and surrender of the Certificates to be purchased pursuant to Section 5.06(a) by the Holders thereof, the Trustee shall distribute to such Holders an amount equal to the outstanding Certificate Principal Balance thereof plus one month's Accrued Certificate Interest thereon and any previously unpaid Accrued Certificate Interest with respect thereto. (h) In the event that any Certificateholders do not surrender their Certificates on or before the Distribution Date on which a purchase pursuant to this Section 5.06 is to be made, the Trustee shall on such date cause all funds in the Certificate Account deposited therein by the Master Servicer pursuant to Section 5.06(b) to be withdrawn therefrom and deposited in a separate escrow account for the benefit of such Certificateholders, and the Master Servicer shall give a second written notice to such Certificateholders to surrender their Certificates for payment of the purchase price therefor. If within six months after the second notice any Certificate shall not have been surrendered for cancellation, the Trustee shall take appropriate steps as directed by the Master Servicer to contact the Holders of such Certificates concerning surrender of their Certificates. The costs and expenses of maintaining the escrow account and of contacting Certificateholders shall be paid out of the assets which remain in the escrow account. If within nine months after the second notice any Certificates shall not have been surrendered for cancellation in accordance with this Section 5.06, the Trustee shall pay to the Master Servicer all amounts distributable to the Holders thereof and the Master Servicer shall thereafter hold such amounts until distributed to such Holders. No interest shall accrue or be payable to any Certificateholder on any amount held in the escrow account or by the Master Servicer as a result of such Certificateholder's failure to surrender its Certificate(s) for payment in accordance with this Section 5.06. Any Certificate that is not surrendered on the Distribution Date on which a purchase pursuant to this Section 5.06 occurs as provided above will be deemed to have been purchased and the Holder as of such date will have no rights with respect thereto except to receive the purchase price therefor minus any costs and expenses associated with such escrow account and notices allocated thereto. Any Certificates so purchased or deemed to have been purchased on such Distribution Date shall remain outstanding hereunder. The Master Servicer shall be for all purposes the Holder thereof as of such date. -94- ARTICLE VII THE DEPOSITOR AND THE MASTER SERVICER Section 8.02. Respective Liabilities of the Depositor and the Master Servicer. The Depositor and the Master Servicer shall each be liable in accordance herewith only to the extent of the obligations specifically and respectively imposed upon and undertaken by the Depositor and the Master Servicer herein. By way of illustration and not limitation, the Depositor is not liable for the servicing and administration of the Mortgage Loans, nor is it obligated by Section 7.01 or 10.01 to assume any obligations of the Master Servicer or to appoint a designee to assume such obligations, nor is it liable for any other obligation hereunder that it may, but is not obligated to, assume unless it elects to assume such obligation in accordance herewith. Section 8.04. Merger or Consolidation of the Depositor or the Master Servicer; Assignment of Rights and Delegation of Duties by Master Servicer. (b) The Depositor and the Master Servicer will each keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation, and will each obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, the Certificates or any of the Mortgage Loans and to perform its respective duties under this Agreement. (d) Any Person into which the Depositor or the Master Servicer may be merged or consolidated, or any corporation resulting from any merger or consolidation to which the Depositor or the Master Servicer shall be a party, or any Person succeeding to the business of the Depositor or the Master Servicer, shall be the successor of the Depositor or the Master Servicer, as the case may be, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the successor or surviving Person to the Master Servicer shall be qualified to service mortgage loans on behalf of Fannie Mae or Freddie Mac; and provided further that each Rating Agency's ratings, if any, of the Class A Certificates or Class M Certificates will not be qualified, reduced or withdrawn as a result thereof (as evidenced by a letter to such effect from each Rating Agency). (f) Notwithstanding anything else in this Section 6.02 and Section 6.04 to the contrary, the Master Servicer may assign its rights and delegate its duties and obligations under this Agreement; provided that the Person accepting such assignment or delegation shall be a Person which is qualified to service mortgage loans on behalf of Fannie Mae or Freddie Mac, is reasonably satisfactory to the Trustee and the Depositor, is willing to service the Mortgage Loans and executes and delivers to the Depositor and the Trustee an agreement, in form and substance reasonably satisfactory to the Depositor and the Trustee, which contains an assumption by such Person of the -95- due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer under this Agreement; provided further that each Rating Agency's rating of the Classes of Certificates that have been rated in effect immediately prior to such assignment and delegation will not be qualified, reduced or withdrawn as a result of such assignment and delegation (as evidenced by a letter to such effect from each Rating Agency). In the case of any such assignment and delegation, the Master Servicer shall be released from its obligations under this Agreement, except that the Master Servicer shall remain liable for all liabilities and obligations incurred by it as Master Servicer hereunder prior to the satisfaction of the conditions to such assignment and delegation set forth in the next preceding sentence. Section 8.06. Limitation on Liability of the Depositor, the Master Servicer and Others. Neither the Depositor, the Master Servicer nor any of the directors, officers, employees or agents of the Depositor or the Master Servicer 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 in good faith pursuant to this Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Master Servicer or any such Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. The Depositor, the Master Servicer and any director, officer, employee or agent of the Depositor or the Master Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Depositor, the Master Servicer and any director, officer, employee or agent of the Depositor or the Master Servicer shall be indemnified by the Trust Fund and held harmless against any loss, liability or expense incurred in connection with any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense related to any specific Mortgage Loan or Mortgage Loans (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement) and any loss, liability or expense incurred by reason of willful misfeasance, bad faith or gross negligence in the performance of duties hereunder or by reason of reckless disregard of obligations and duties hereunder. Neither the Depositor nor the Master Servicer shall be under any obligation to appear in, prosecute or defend any legal or administrative action, proceeding, hearing or examination that is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor or the Master Servicer may in its discretion undertake any such action, proceeding, hearing or examination that it may deem necessary or desirable in respect to this Agreement and the rights and duties of the parties hereto and the interests of the Certificateholders hereunder. In such event, the legal expenses and costs of such action, proceeding, hearing or examination and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Fund, and the Depositor and the Master Servicer shall be entitled to be reimbursed therefor out of amounts attributable to the Mortgage Loans on deposit in the Custodial Account as provided by Section 3.10 and, on the Distribution Date(s) following such reimbursement, the aggregate of such expenses and costs shall be allocated in reduction of the -96- Accrued Certificate Interest on each Class entitled thereto in the same manner as if such expenses and costs constituted a Prepayment Interest Shortfall. Section 8.08. Depositor and Master Servicer Not to Resign. Subject to the provisions of Section 6.02, neither the Depositor nor the Master Servicer shall resign from its respective obligations and duties hereby imposed on it except upon determination that its duties hereunder are no longer permissible under applicable law. Any such determination permitting the resignation of the Depositor or the Master Servicer shall be evidenced by an Opinion of Counsel (at the expense of the resigning party) to such effect delivered to the Trustee. No such resignation by the Master Servicer shall become effective until the Trustee or a successor servicer shall have assumed the Master Servicer's responsibilities and obligations in accordance with Section 7.02. -97- ARTICLE IX DEFAULT Section 10.02. Events of Default. Event of Default, wherever used herein, means any one of the following events (whatever reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (ii) the Master Servicer shall fail to distribute or cause to be distributed to Holders of Certificates of any Class any distribution required to be made under the terms of the Certificates of such Class and this Agreement and, in either case, such failure shall continue unremedied for a period of 5 days after the date upon which written notice of such failure, requiring such failure to be remedied, shall have been given to the Master Servicer by the Trustee or the Depositor or to the Master Servicer, the Depositor and the Trustee by the Holders of Certificates of such Class evidencing Percentage Interests aggregating not less than 25%; or (iv) the Master Servicer shall fail to observe or perform in any material respect any other of the covenants or agreements on the part of the Master Servicer contained in the Certificates of any Class or in this Agreement and such failure shall continue unremedied for a period of 30 days (except that such number of days shall be 15 in the case of a failure to pay the premium for any Required Insurance Policy) after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Master Servicer by the Trustee or the Depositor, or to the Master Servicer, the Depositor and the Trustee by the Holders of Certificates of any Class evidencing, as to such Class, Percentage Interests aggregating not less than 25%; or (vi) a decree or order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case under any present or future federal or state bankruptcy, insolvency or similar law or appointing a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Master Servicer and such decree or order shall have remained in force undischarged or unstayed for a period of 60 days; or (viii) the Master Servicer shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of -98- assets and liabilities, or similar proceedings of, or relating to, the Master Servicer or of, or relating to, all or substantially all of the property of the Master Servicer; or (x) the Master Servicer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of, or commence a voluntary case under, any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations; or (xii) the Master Servicer shall notify the Trustee pursuant to Section 4.04(b) that it is unable to deposit in the Certificate Account an amount equal to the Advance. If an Event of Default described in clauses (i)-(v) of this Section shall occur, then, and in each and every such case, so long as such Event of Default shall not have been remedied, either the Depositor or the Trustee shall at the direction of Holders of Certificates entitled to at least 51% of the Voting Rights, by notice in writing to the Master Servicer (and to the Depositor if given by the Trustee or to the Trustee if given by the Depositor), terminate all of the rights and obligations of the Master Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof, other than its rights as a Certificateholder hereunder; provided, however, the successor to the Master Servicer appointed pursuant to Section 7.02 shall have accepted the duties of Master Servicer effective upon the resignation of the Master Servicer. If an Event of Default described in clause (vi) hereof shall occur, the Trustee shall, by notice to the Master Servicer and the Depositor, immediately terminate all of the rights and obligations of the Master Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof, other than its rights as a Certificateholder hereunder as provided in Section 4.04(b). On or after the receipt by the Master Servicer of such written notice, all authority and power of the Master Servicer under this Agreement, whether with respect to the Certificates (other than as a Holder thereof) or the Mortgage Loans or otherwise, shall subject to Section 7.02 pass to and be vested in the Trustee or the Trustee's designee appointed pursuant to Section 7.02; and, without limitation, the Trustee is hereby authorized and empowered to execute and deliver, on behalf of the Master Servicer, as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise. The Master Servicer agrees to cooperate with the Trustee in effecting the termination of the Master Servicer's responsibilities and rights hereunder, including, without limitation, the transfer to the Trustee or its designee for administration by it of all cash amounts which shall at the time be credited to the Custodial Account or the Certificate Account or thereafter be received with respect to the Mortgage Loans. No such termination shall release the Master Servicer for any liability that it would otherwise have hereunder for any act or omission prior to the effective time of such termination. Notwithstanding any termination of the activities of Residential Funding in its capacity as Master Servicer hereunder, Residential Funding shall be entitled to receive, out of any late collection of a Monthly Payment on a Mortgage Loan which was due prior to the notice -99- terminating Residential Funding's rights and obligations as Master Servicer hereunder and received after such notice, that portion to which Residential Funding would have been entitled pursuant to Sections 3.10(a)(ii), (vi) and (vii) as well as its Servicing Fee in respect thereof, and any other amounts payable to Residential Funding hereunder the entitlement to which arose prior to the termination of its activities hereunder. Upon the termination of Residential Funding as Master Servicer hereunder the Depositor shall deliver to the Trustee a copy of the Program Guide. Section 10.04. Trustee or Depositor to Act; Appointment of Successor. (b) On and after the time the Master Servicer receives a notice of termination pursuant to Section 7.01 or resigns in accordance with Section 6.04, the Trustee or, upon notice to the Depositor and with the Depositor's consent (which shall not be unreasonably withheld) a designee (which meets the standards set forth below) of the Trustee, shall be the successor in all respects to the Master Servicer in its capacity as servicer under this Agreement and the transactions set forth or provided for herein and shall be subject to all the responsibilities, duties and liabilities relating thereto placed on the Master Servicer (except for the responsibilities, duties and liabilities contained in Sections 2.02 and 2.03(a), excluding the duty to notify related Subservicers as set forth in such Sections, and its obligations to deposit amounts in respect of losses incurred prior to such notice or termination on the investment of funds in the Custodial Account or the Certificate Account pursuant to Sections 3.07(c) and 4.01(c) by the terms and provisions hereof); provided, however, that any failure to perform such duties or responsibilities caused by the preceding Master Servicer's failure to provide information required by Section 4.04 shall not be considered a default by the Trustee hereunder. As compensation therefor, the Trustee shall be entitled to all funds relating to the Mortgage Loans which the Master Servicer would have been entitled to charge to the Custodial Account or the Certificate Account if the Master Servicer had continued to act hereunder and, in addition, shall be entitled to the income from any Permitted Investments made with amounts attributable to the Mortgage Loans held in the Custodial Account or the Certificate Account. If the Trustee has become the successor to the Master Servicer in accordance with Section 6.04 or Section 7.01, then notwithstanding the above, the Trustee may, if it shall be unwilling to so act, or shall, if it is unable to so act, appoint, or petition a court of competent jurisdiction to appoint, any established housing and home finance institution, which is also a Fannie Mae or Freddie Mac-approved mortgage servicing institution, having a net worth of not less than $10,000,000 as the successor to the Master Servicer hereunder in the assumption of all or any part of the responsibilities, duties or liabilities of the Master Servicer hereunder. Pending appointment of a successor to the Master Servicer hereunder, the Trustee shall become successor to the Master Servicer and shall act in such capacity as hereinabove provided. In connection with such appointment and assumption, the Trustee may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as it and such successor shall agree; provided, however, that no such compensation shall be in excess of that permitted the initial Master Servicer hereunder. The Depositor, the Trustee, the Custodian and such successor shall take such action, consistent with this Agreement, as shall be necessary to effectuate any such succession. The Servicing Fee for any successor Master Servicer appointed pursuant to this Section 7.02 will be lowered with respect to those Mortgage Loans, if any, where the Subservicing Fee accrues at a rate of less than 0.50% per annum in the event that the successor Master Servicer is not servicing such Mortgage Loans directly and it is necessary to raise -100- the related Subservicing Fee to a rate of 0.50% per annum in order to hire a Subservicer with respect to such Mortgage Loans. (d) In connection with the termination or resignation of the Master Servicer hereunder, either (i) the successor Master Servicer, including the Trustee if the Trustee is acting as successor Master Servicer, shall represent and warrant that it is a member of MERS in good standing and shall agree to comply in all material respects with the rules and procedures of MERS in connection with the servicing of the Mortgage Loans that are registered with MERS, in which case the predecessor Master Servicer shall cooperate with the successor Master Servicer in causing MERS to revise its records to reflect the transfer of servicing to the successor Master Servicer as necessary under MERS' rules and regulations, or (ii) the predecessor Master Servicer shall cooperate with the successor Master Servicer in causing MERS to execute and deliver an assignment of Mortgage in recordable form to transfer the Mortgage from MERS to the Trustee and to execute and deliver such other notices, documents and other instruments as may be necessary or desirable to effect a transfer of such Mortgage Loan or servicing of such Mortgage Loan on the MERS(R) System to the successor Master Servicer. The predecessor Master Servicer shall file or cause to be filed any such assignment in the appropriate recording office. The predecessor Master Servicer shall bear any and all fees of MERS, costs of preparing any assignments of Mortgage, and fees and costs of filing any assignments of Mortgage that may be required under this subsection (b). The successor Master Servicer shall cause such assignment to be delivered to the Trustee or the Custodian promptly upon receipt of the original with evidence of recording thereon or a copy certified by the public recording office in which such assignment was recorded. Section 10.06. Notification to Certificateholders. (b) Upon any such termination or appointment of a successor to the Master Servicer, the Trustee shall give prompt written notice thereof to the Certificateholders at their respective addresses appearing in the Certificate Register. (d) Within 60 days after the occurrence of any Event of Default, the Trustee shall transmit by mail to all Holders of Certificates notice of each such Event of Default hereunder known to the Trustee, unless such Event of Default shall have been cured or waived as provided in Section 7.04 hereof. Section 10.08. Waiver of Events of Default. The Holders representing at least 66% of the Voting Rights of Certificates affected by a default or Event of Default hereunder may waive any default or Event of Default; provided, however, that (a) a default or Event of Default under clause (i) of Section 7.01 may be waived only by all of the Holders of Certificates affected by such default or Event of Default and (b) no waiver pursuant to this Section 7.04 shall affect the Holders of Certificates in the manner set forth in Section 11.01(b)(i), (ii) or (iii). Upon any such waiver of a default or Event of Default by the Holders representing the requisite percentage of Voting Rights of Certificates affected by such default or Event of Default, such default or Event of Default shall cease to exist and shall be deemed to have -101- been remedied for every purpose hereunder. No such waiver shall extend to any subsequent or other default or Event of Default or impair any right consequent thereon except to the extent expressly so waived. -102- ARTICLE XI CONCERNING THE TRUSTEE Section 12.02. Duties of Trustee. (b) The Trustee, prior to the occurrence of an Event of Default and after the curing of all Events of Default which may have occurred, undertakes to perform such duties and only such duties as are specifically set forth in this Agreement. In case an Event of Default has occurred (which has not been cured or waived), the Trustee shall exercise such of the rights and powers vested in it by this Agreement, and use the same degree of care and skill in their exercise as a prudent investor would exercise or use under the circumstances in the conduct of such investor's own affairs. (d) The Trustee, upon receipt of all resolutions, certificates, statements, opinions, reports, documents, orders or other instruments furnished to the Trustee which are specifically required to be furnished pursuant to any provision of this Agreement, shall examine them to determine whether they conform to the requirements of this Agreement. The Trustee shall notify the Certificateholders of any such documents which do not materially conform to the requirements of this Agreement in the event that the Trustee, after so requesting, does not receive satisfactorily corrected documents. The Trustee shall forward or cause to be forwarded in a timely fashion the notices, reports and statements required to be forwarded by the Trustee pursuant to Sections 4.03, 4.06, 7.03, and 10.01. The Trustee shall furnish in a timely fashion to the Master Servicer such information as the Master Servicer may reasonably request from time to time for the Master Servicer to fulfill its duties as set forth in this Agreement. The Trustee covenants and agrees that it shall perform its obligations hereunder in a manner so as to maintain the status of each of REMIC I and REMIC II as a REMIC under the REMIC Provisions and to prevent the imposition of any federal, state or local income, prohibited transaction (except as provided in Section 3.22(d) herein), contribution or other tax on the Trust Fund to the extent that maintaining such status and avoiding such taxes are reasonably within the control of the Trustee and are reasonably within the scope of its duties under this Agreement. (f) No provision of this Agreement shall be construed to relieve the Trustee from liability for its own negligent action, its own negligent failure to act or its own willful misconduct; provided, however, that: (ii) Prior to the occurrence of an Event of Default, and after the curing or waiver of all such Events of Default which may have occurred, the duties and obligations of the Trustee shall be determined solely by the express provisions of this Agreement, the Trustee shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement, no implied covenants or obligations shall be read into this Agreement against the Trustee and, in the absence of bad faith on the part of the Trustee, the Trustee may conclusively rely, as to the truth of the statements and the -103- correctness of the opinions expressed therein, upon any certificates or opinions furnished to the Trustee by the Depositor or the Master Servicer and which on their face, do not contradict the requirements of this Agreement; (iv) The Trustee shall not be personally liable for an error of judgment made in good faith by a Responsible Officer or Responsible Officers of the Trustee, unless it shall be proved that the Trustee was negligent in ascertaining the pertinent facts; (vi) 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 Certificateholders holding Certificates which evidence, Percentage Interests aggregating not less than 25% of the affected classes as to the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee, under this Agreement; (viii) The Trustee shall not be charged with knowledge of any default (other than a default in payment to the Trustee) specified in clauses (i) and (ii) of Section 7.01 or an Event of Default under clauses (iii), (iv) and (v) of Section 7.01 unless a Responsible Officer of the Trustee assigned to and working in the Corporate Trust Office obtains actual knowledge of such failure or event or the Trustee receives written notice of such failure or event at its Corporate Trust Office from the Master Servicer, the Depositor or any Certificateholder; and (x) Except to the extent provided in Section 7.02, no provision in this Agreement shall require the Trustee to expend or risk its own funds (including, without limitation, the making of any Advance) or otherwise incur any personal financial liability in the performance of any of its duties as Trustee hereunder, or in the exercise of any of its rights or powers, if the Trustee shall have reasonable grounds for believing that repayment of funds or adequate indemnity against such risk or liability is not reasonably assured to it. (h) The Trustee shall timely pay, from its own funds, the amount of any and all federal, state and local taxes imposed on the Trust Fund or its assets or transactions including, without limitation, (A) "prohibited transaction" penalty taxes as defined in Section 860F of the Code, if, when and as the same shall be due and payable, (B) any tax on contributions to a REMIC after the Closing Date imposed by Section 860G(d) of the Code and (C) any tax on "net income from foreclosure property" as defined in Section 860G(c) of the Code, but only if such taxes arise out of a breach by the Trustee of its obligations hereunder, which breach constitutes negligence or willful misconduct of the Trustee. Section 12.04. Certain Matters Affecting the Trustee. (b) Except as otherwise provided in Section 8.01: -104- (ii) The Trustee may rely and shall be protected in acting or refraining from acting upon any resolution, Officers' Certificate, certificate of auditors or any other certificate, statement, instrument, opinion, report, notice, request, consent, order, 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; (iv) 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; (vi) The Trustee shall be under no obligation to exercise any of the trusts or powers vested in it by this Agreement or to institute, conduct or defend any litigation hereunder or in relation hereto at the request, order or direction of any of the Certificateholders, 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 obligation, upon the occurrence of an Event of Default (which has not been cured), to exercise such of the rights and powers vested in it by this Agreement, and to use the same degree of care and skill in their exercise as a prudent investor would exercise or use under the circumstances in the conduct of such investor's own affairs; (viii) 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; (x) Prior to the occurrence of an Event of Default hereunder and after the curing of all Events of Default which may have occurred, the Trustee shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, approval, bond or other paper or document, unless requested in writing so to do by the Holders of Certificates of any Class evidencing, as to such Class, Percentage Interests, aggregating not less than 50%; provided, however, that if the payment within a reasonable time to the Trustee of the costs, expenses or liabilities likely to be incurred by it in the making of such investigation is, in the opinion of the Trustee, not reasonably assured to the Trustee by the security afforded to it by the terms of this Agreement, the Trustee may require reasonable indemnity against such expense or liability as a condition to so proceeding. The reasonable expense of every such examination shall be paid by the Master Servicer, if an Event of Default shall have occurred and is continuing, and otherwise by the Certificateholder requesting the investigation; (xii) 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 provided that the Trustee shall remain liable for any acts of such agents or attorneys; and -105- (xiv) To the extent authorized under the Code and the regulations promulgated thereunder, each Holder of a Class R Certificate hereby irrevocably appoints and authorizes the Trustee to be its attorney-in-fact for purposes of signing any Tax Returns required to be filed on behalf of the Trust Fund. The Trustee shall sign on behalf of the Trust Fund and deliver to the Master Servicer in a timely manner any Tax Returns prepared by or on behalf of the Master Servicer that the Trustee is required to sign as determined by the Master Servicer pursuant to applicable federal, state or local tax laws, provided that the Master Servicer shall indemnify the Trustee for signing any such Tax Returns that contain errors or omissions. (d) Following the issuance of the Certificates (and except as provided for in Section 3.22(d)), the Trustee shall not accept any contribution of assets to the Trust Fund unless it shall have obtained or been furnished with an Opinion of Counsel to the effect that such contribution will not (i) cause any of REMIC I or REMIC II to fail to qualify as a REMIC at any time that any Certificates are outstanding or (ii) cause the Trust Fund to be subject to any federal tax as a result of such contribution (including the imposition of any federal tax on "prohibited transactions" imposed under Section 860F(a) of the Code). Section 12.06. Trustee Not Liable for Certificates or Mortgage Loans. The recitals contained herein and in the Certificates (other than the execution of the Certificates and relating to the acceptance and receipt of the Mortgage Loans) shall be taken as the statements of the Depositor or the Master Servicer as the case may be, and the Trustee assumes no responsibility for their correctness. The Trustee makes no representations as to the validity or sufficiency of this Agreement or of the Certificates (except that the Certificates shall be duly and validly executed and authenticated by it as Certificate Registrar) or of any Mortgage Loan or related document, or of MERS or the MERS(R) System. Except as otherwise provided herein, the Trustee shall not be accountable for the use or application by the Depositor or the Master Servicer of any of the Certificates or of the proceeds of such Certificates, or for the use or application of any funds paid to the Depositor or the Master Servicer in respect of the Mortgage Loans or deposited in or withdrawn from the Custodial Account or the Certificate Account by the Depositor or the Master Servicer. Section 12.08. Trustee May Own Certificates. The Trustee in its individual or any other capacity may become the owner or pledgee of Certificates with the same rights it would have if it were not Trustee. Section 12.10. Master Servicer to Pay Trustee's Fees and Expenses; Indemnification. (b) The Master Servicer covenants and agrees to pay to the Trustee and any co- trustee from time to time, and the Trustee and any co-trustee shall be entitled to, reasonable compensation (which shall not be limited by any provision of law in regard to the compensation of -106- a trustee of an express trust) for all services rendered by each of them in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties hereunder of the Trustee and any co-trustee, and the Master Servicer will pay or reimburse the Trustee and any co- trustee upon request for all reasonable expenses, disbursements and advances incurred or made by the Trustee or any co-trustee in accordance with any of the provisions of this Agreement (including the reasonable compensation and the expenses and disbursements of its counsel and of all persons not regularly in its employ, and the expenses incurred by the Trustee or any co-trustee in connection with the appointment of an office or agency pursuant to Section 8.12) except any such expense, disbursement or advance as may arise from its negligence or bad faith. (d) The Master Servicer agrees to indemnify the Trustee for, and to hold the Trustee harmless against, any loss, liability or expense incurred without negligence or willful misconduct on its part, arising out of, or in connection with, the acceptance and administration of the Trust Fund, including the costs and expenses (including reasonable legal fees and expenses) of defending itself against any claim in connection with the exercise or performance of any of its powers or duties under this Agreement, provided that: (ii) with respect to any such claim, the Trustee shall have given the Master Servicer written notice thereof promptly after the Trustee shall have actual knowledge thereof; (iv) while maintaining control over its own defense, the Trustee shall cooperate and consult fully with the Master Servicer in preparing such defense; and (vi) notwithstanding anything in this Agreement to the contrary, the Master Servicer shall not be liable for settlement of any claim by the Trustee entered into without the prior consent of the Master Servicer which consent shall not be unreasonably withheld. No termination of this Agreement shall affect the obligations created by this Section 8.05(b) of the Master Servicer to indemnify the Trustee under the conditions and to the extent set forth herein. Notwithstanding the foregoing, the indemnification provided by the Master Servicer in this Section 8.05(b) shall not pertain to any loss, liability or expense of the Trustee, including the costs and expenses of defending itself against any claim, incurred in connection with any actions taken by the Trustee at the direction of Certificateholders pursuant to the terms of this Agreement. Section 12.12. Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a national banking association or a New York banking corporation having its principal office in a state and city acceptable to the Depositor 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 -107- such corporation or national banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.07. Section 12.14. Resignation and Removal of the Trustee. (b) The Trustee may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Depositor and the Master Servicer. Upon receiving such notice of resignation, the Depositor shall promptly appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor trustee. If no successor trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation then the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor trustee. (d) If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Depositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Depositor may remove the Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor trustee. In addition, in the event that the Depositor determines that the Trustee has failed (i) to distribute or cause to be distributed to Certificateholders any amount required to be distributed hereunder, if such amount is held by the Trustee or its Paying Agent (other than the Master Servicer or the Depositor) for distribution or (ii) to otherwise observe or perform in any material respect any of its covenants, agreements or obligations hereunder, and such failure shall continue unremedied for a period of 5 days (in respect of clause (i) above) or 30 days (in respect of clause (ii) above) after the date on which written notice of such failure, requiring that the same be remedied, shall have been given to the Trustee by the Depositor, then the Depositor may remove the Trustee and appoint a successor trustee by written instrument delivered as provided in the preceding sentence. In connection with the appointment of a successor trustee pursuant to the preceding sentence, the Depositor shall, on or before the date on which any such appointment becomes effective, obtain from each Rating Agency written confirmation that the appointment of any such successor trustee will not result in the reduction of the ratings on any class of the Certificates below the lesser of the then current or original ratings on such Certificates. (f) The Holders of Certificates entitled to at least 51% of the Voting Rights may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in triplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of -108- which instruments shall be delivered to the Depositor, one complete set to the Trustee so removed and one complete set to the successor so appointed. (h) Any resignation or removal of the Trustee and appointment of a successor trustee pursuant to any of the provisions of this Section shall become effective upon acceptance of appointment by the successor trustee as provided in Section 8.08. Section 12.16. Successor Trustee. (b) Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Depositor and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files and related documents and statements held by it hereunder (other than any Mortgage Files at the time held by a Custodian, which shall become the agent of any successor trustee hereunder), and the Depositor, the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. (d) No successor trustee shall accept appointment as provided in this Section unless at the time of such acceptance such successor trustee shall be eligible under the provisions of Section 8.06. (f) Upon acceptance of appointment by a successor trustee as provided in this Section, the Depositor 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 Depositor 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 Depositor. Section 12.18. Merger or Consolidation of Trustee. Any corporation or national banking association into which the Trustee may be merged or converted or with which it may be consolidated or any corporation or national banking association resulting from any merger, conversion or consolidation to which the Trustee shall be a party, or any corporation or national banking association succeeding to the business of the Trustee, shall be the successor of the Trustee hereunder, provided such corporation or national banking association shall be eligible under the provisions of Section 8.06, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding. The Trustee shall mail notice of any such merger or consolidation to the Certificateholders at their address as shown in the Certificate Register. -109- Section 12.20. Appointment of Co-Trustee or Separate Trustee. (b) Notwithstanding any other provisions hereof, at any time, for the purpose of meeting any legal requirements of any jurisdiction in which any part of the Trust Fund or property securing the same may at the time be located, the Master Servicer and the Trustee acting jointly shall have the power and shall execute and deliver all instruments to appoint one or more Persons approved by the Trustee to act as co-trustee or co-trustees, jointly with the Trustee, or separate trustee or separate trustees, of all or any part of the Trust Fund, and to vest in such Person or Persons, in such capacity, such title to the Trust Fund, or any part thereof, and, subject to the other provisions of this Section 8.10, such powers, duties, obligations, rights and trusts as the Master Servicer and the Trustee may consider necessary or desirable. If the Master Servicer shall not have joined in such appointment within 15 days after the receipt by it of a request so to do, or in case an Event of Default shall have occurred and be continuing, the Trustee alone shall have the power to make such appointment. No co-trustee or separate trustee hereunder shall be required to meet the terms of eligibility as a successor trustee under Section 8.06 hereunder and no notice to Holders of Certificates of the appointment of co-trustee(s) or separate trustee(s) shall be required under Section 8.08 hereof. (d) In the case of any appointment of a co-trustee or separate trustee pursuant to this Section 8.10 all rights, powers, duties and obligations conferred or imposed upon the Trustee shall be conferred or imposed upon and exercised or performed by the Trustee, and such separate trustee or co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (whether as Trustee hereunder or as successor to the Master Servicer hereunder), the Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of title to the Trust Fund or any portion thereof in any such jurisdiction) shall be exercised and performed by such separate trustee or co-trustee at the direction of the Trustee. (f) 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. (h) 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. -110- Section 12.22. Appointment of Custodians. The Trustee may, with the consent of the Master Servicer and the Depositor, appoint one or more Custodians who are not Affiliates of the Depositor or the Master Servicer to hold all or a portion of the Mortgage Files as agent for the Trustee, by entering into a Custodial Agreement. Subject to Article VIII, the Trustee agrees to comply with the terms of each Custodial Agreement and to enforce the terms and provisions thereof against the Custodian for the benefit of the Certificateholders. Each Custodian shall be a depository institution subject to supervision by federal or state authority, shall have a combined capital and surplus of at least $15,000,000 and shall be qualified to do business in the jurisdiction in which it holds any Mortgage File. Each Custodial Agreement may be amended only as provided in Section 11.01. The Trustee shall notify the Certificateholders of the appointment of any Custodian (other than the Custodian appointed as of the Closing Date) pursuant to this Section 8.11. Section 12.24. Appointment of Office or Agency. The Trustee will maintain an office or agency in the City of New York where Certificates may be surrendered for registration of transfer or exchange. The Trustee initially designates its offices located at 450 West 33rd Street, 14th Floor, New York, New York 10001 for the purpose of keeping the Certificate Register. The Trustee will maintain an office at the address stated in Section 11.05(c) hereof where notices and demands to or upon the Trustee in respect of this Agreement may be served. -111- ARTICLE XIII TERMINATION Section 14.02. Termination Upon Purchase by the Master Servicer or Liquidation of All Mortgage Loans. (b) Subject to Section 9.02, the respective obligations and responsibilities of the Depositor, the Master Servicer and the Trustee created hereby in respect of the Certificates (other than the obligation of the Trustee to make certain payments after the Final Distribution Date to Certificateholders and the obligation of the Depositor 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: (ii) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund or the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan, or (iv) the purchase by the Master Servicer of all Mortgage Loans and all property acquired in respect of any Mortgage Loan remaining in the Trust Fund at a price equal to 100% of the unpaid principal balance of each Mortgage Loan (or, if less than such unpaid principal balance, the fair market value of the related underlying property of such Mortgage Loan with respect to Mortgage Loans as to which title has been acquired if such fair market value is less than such unpaid principal balance) (net of any unreimbursed Advances attributable to principal) on the day of repurchase, plus accrued interest thereon at the Net Mortgage Rate (or Modified Net Mortgage Rate in the case of any Modified Mortgage Loan), to, but not including, the first day of the month in which such repurchase price is distributed; provided, however, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the Court of St. James, living on the date hereof; provided further, that, if the amount due under any Certificate shall not have been reduced to zero prior to the Maturity Date, the Master Servicer shall be required to terminate this Agreement in accordance with this clause (ii); and provided further, that the purchase price set forth above shall be increased as is necessary, as determined by the Master Servicer, to avoid disqualification of any of REMIC I or REMIC II as a REMIC. The right of the Master Servicer to purchase all the assets of the Trust Fund relating to the Mortgage Loans, pursuant to clause (ii) above is conditioned upon the occurrence of the Optional Termination Date. If such right is exercised by the Master Servicer, the Master Servicer shall be deemed to have been reimbursed for the full amount of any unreimbursed Advances theretofore made by it with respect to the Mortgage Loans being purchased. In addition, the Master Servicer shall provide to the Trustee the certification required by Section 3.15 and the Trustee and -112- any Custodian shall, promptly following payment of the purchase price, release to the Master Servicer the Mortgage Files pertaining to the Mortgage Loans being purchased. (d) The Master Servicer shall give the Trustee not less than 60 days' prior notice of the Distribution Date on which the Master Servicer anticipates that the final distribution will be made to Certificateholders (whether as a result of the exercise by the Master Servicer of its right to purchase the assets of the Trust Fund or otherwise). Notice of any termination, specifying the anticipated Final Distribution Date (which shall be a date that would otherwise be a Distribution Date) upon which the Certificateholders may surrender their Certificates to the Trustee for payment of the final distribution and cancellation, shall be given promptly by the Master Servicer (if it is exercising its right to purchase the assets of the Trust Fund), or by the Trustee (in any other case) by letter to 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: (ii) the anticipated Final Distribution Date upon which final payment of the Certificates is anticipated to be made upon presentation and surrender of Certificates at the office or agency of the Trustee therein designated, (iv) the amount of any such final payment, if known, and (vi) that the Record Date otherwise applicable to such Distribution Date is not applicable, and that payment will be made only upon presentation and surrender of the Certificates at the office or agency of the Trustee therein specified. If the Master Servicer is obligated to give notice to Certificateholders as aforesaid, it shall give such notice to the Certificate Registrar at the time such notice is given to Certificateholders. In the event such notice is given by the Master Servicer, the Master Servicer shall deposit in the Certificate Account before the Final Distribution Date in immediately available funds an amount equal to the purchase price for the assets of the Trust Fund computed as above provided. The Master Servicer shall provide to the Trustee written notification of any change to the anticipated Final Distribution Date as soon as practicable. If the Trust Fund is not terminated on the anticipated Final Distribution Date, for any reason, the Trustee shall promptly mail notice thereof to each affected Certificateholder. (f) Upon presentation and surrender of the Certificates by the Certificateholders, the Trustee shall distribute to the Certificateholders (i) the amount otherwise distributable on such Distribution Date, if not in connection with the Master Servicer's election to repurchase, or (ii) if the Master Servicer elected to so repurchase, an amount equal to the outstanding Certificate Principal Balance of the Class A Certificates and Class M Certificates, plus Accrued Certificate Interest thereon for the related Interest Accrual Period and any previously unpaid Accrued Certificate Interest. -113- (h) In the event that any Certificateholders shall not surrender their Certificates for final payment and cancellation on or before the Final Distribution Date, the Trustee shall on such date cause all funds in the Certificate Account not distributed in final distribution to Certificateholders to be withdrawn therefrom and credited to the remaining Certificateholders by depositing such funds in a separate escrow account for the benefit of such Certificateholders, and the Master Servicer (if it exercised its right to purchase the assets of the Trust Fund), or the Trustee (in any other case) shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within six months after the second notice any Certificate shall not have been surrendered for cancellation, the Trustee shall take appropriate steps as directed by the Master Servicer to contact the remaining Certificateholders concerning surrender of their Certificates. The costs and expenses of maintaining the escrow account and of contacting Certificateholders shall be paid out of the assets which remain in the escrow account. If within nine months after the second notice any Certificates shall not have been surrendered for cancellation, the Trustee shall pay to the Master Servicer all amounts distributable to the holders thereof and the Master Servicer shall thereafter hold such amounts until distributed to such holders. No interest shall accrue or be payable to any Certificateholder on any amount held in the escrow account or by the Master Servicer as a result of such Certificateholder's failure to surrender its Certificate(s) for final payment thereof in accordance with this Section 9.01 and the Certificateholders shall look only to the Master Servicer for such payment. Section 14.04. Additional Termination Requirements. (b) Each of REMIC I and REMIC II, as the case may be, shall be terminated in accordance with the following additional requirements, unless the Trustee and the Master Servicer have received an Opinion of Counsel (which Opinion of Counsel shall not be an expense of the Trustee) to the effect that the failure of any of REMIC I and REMIC II, as the case may be, to comply with the requirements of this Section 9.02 will not (i) result in the imposition on the Trust Fund of taxes on "prohibited transactions," as described in Section 860F of the Code, or (ii) cause any of REMIC I or REMIC II to fail to qualify as a REMIC at any time that any Certificate is outstanding: (ii) The Master Servicer shall establish a 90-day liquidation period for each of REMIC I and REMIC II, and specify the first day of such period in a statement attached to the Trust Fund's final Tax Return pursuant to Treasury regulations Section 1.860F-1. The Master Servicer also shall satisfy all of the requirements of a qualified liquidation for each of REMIC I and REMIC II, under Section 860F of the Code and the regulations thereunder; (iv) The Master Servicer shall notify the Trustee at the commencement of such 90-day liquidation period and, at or prior to the time of making of the final payment on the Certificates, the Trustee shall sell or otherwise dispose of all of the remaining assets of the Trust Fund in accordance with the terms hereof; and -114- (vi) If the Master Servicer is exercising its right to purchase the assets of the Trust Fund, the Master Servicer shall, during the 90-day liquidation period and at or prior to the Final Distribution Date, purchase all of the assets of the Trust Fund for cash; provided, however, that in the event that a calendar quarter ends after the commencement of the 90-day liquidation period but prior to the Final Distribution Date, the Master Servicer shall not purchase any of the assets of the Trust Fund prior to the close of that calendar quarter. (d) Each Holder of a Certificate and the Trustee hereby irrevocably approves and appoints the Master Servicer as its attorney-in-fact to adopt a plan of complete liquidation for each of REMIC I and REMIC II at the expense of the Trust Fund in accordance with the terms and conditions of this Agreement. -115- ARTICLE XV REMIC PROVISIONS Section 16.02. REMIC Administration. (b) The REMIC Administrator shall make an election to treat each of REMIC I and REMIC II as a REMIC under the Code and, if necessary, under applicable state law. Such election will be made on Form 1066 or other appropriate federal tax or information return (including Form 8811) or any appropriate state return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. The REMIC I Regular Interests shall be designated as the "regular interests" and the Class R-I Certificates shall be designated as the sole class of "residual interests" in the REMIC I. The Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class M-1, Class M-2, Class M-3 and Class SB Certificates shall be designated as the "regular interests" in REMIC II and the Class R-II Certificates shall be designated the sole class of "residual interests" in REMIC II. The REMIC Administrator and the Trustee shall not permit the creation of any "interests" (within the meaning of Section 860G of the Code) in the REMIC other than the Certificates. (d) The Closing Date is hereby designated as the "startup day" of each of REMIC I and REMIC II within the meaning of Section 860G(a)(9) of the Code. (f) The REMIC Administrator shall hold a Class R Certificate in each REMIC representing a 0.01% Percentage Interest of the Class R Certificates in each REMIC and shall be designated as the "tax matters person" with respect to each of REMIC I and REMIC II in the manner provided under Treasury regulations section 1.860F-4(d) and Treasury regulations section 301.6231(a)(7)-1. The REMIC Administrator, as tax matters person, shall (i) act on behalf of each of REMIC I and REMIC II in relation to any tax matter or controversy involving the Trust Fund and (ii) represent the Trust Fund in any administrative or judicial proceeding relating to an examination or audit by any governmental taxing authority with respect thereto. The legal expenses, including without limitation attorneys' or accountants' fees, and costs of any such proceeding and any liability resulting therefrom shall be expenses of the Trust Fund and the REMIC Administrator shall be entitled to reimbursement therefor out of amounts attributable to the Mortgage Loans on deposit in the Custodial Account as provided by Section 3.10 unless such legal expenses and costs are incurred by reason of the REMIC Administrator's willful misfeasance, bad faith or gross negligence. If the REMIC Administrator is no longer the Master Servicer hereunder, at its option the REMIC Administrator may continue its duties as REMIC Administrator and shall be paid reasonable compensation not to exceed $3,000 per year by any successor Master Servicer hereunder for so acting as the REMIC Administrator. (h) The REMIC Administrator shall prepare or cause to be prepared all of the Tax Returns that it determines are required with respect to the REMIC created hereunder and deliver such Tax Returns in a timely manner to the Trustee and the Trustee shall sign and file such Tax Returns in a timely manner. The expenses of preparing such returns shall be borne by the REMIC -116- Administrator without any right of reimbursement therefor. The REMIC Administrator agrees to indemnify and hold harmless the Trustee with respect to any tax or liability arising from the Trustee's signing of Tax Returns that contain errors or omissions. The Trustee and Master Servicer shall promptly provide the REMIC Administrator with such information as the REMIC Administrator may from time to time request for the purpose of enabling the REMIC Administrator to prepare Tax Returns. (j) The REMIC Administrator shall provide (i) to any Transferor of a Class R Certificate such information as is necessary for the application of any tax relating to the transfer of a Class R Certificate to any Person who is not a Permitted Transferee, (ii) to the Trustee and the Trustee shall forward to the Certificateholders such information or reports as are required by the Code or the REMIC Provisions including reports relating to interest, original issue discount, if any, and market discount or premium (using the Prepayment Assumption) and (iii) to the Internal Revenue Service the name, title, address and telephone number of the person who will serve as the representative of each REMIC created hereunder. (l) The Master Servicer and the REMIC Administrator shall take such actions and shall cause each REMIC created hereunder to take such actions as are reasonably within the Master Servicer's or the REMIC Administrator's control and the scope of its duties more specifically set forth herein as shall be necessary or desirable to maintain the status thereof as a REMIC under the REMIC Provisions (and the Trustee shall assist the Master Servicer and the REMIC Administrator, to the extent reasonably requested by the Master Servicer and the REMIC Administrator to do so). In performing their duties as more specifically set forth herein, the Master Servicer and the REMIC Administrator shall not knowingly or intentionally take any action, cause the Trust Fund to take any action or fail to take (or fail to cause to be taken) any action reasonably within their respective control and the scope of duties more specifically set forth herein, that, under the REMIC Provisions, if taken or not taken, as the case may be, could (i) endanger the status of any of REMIC I or REMIC II as a REMIC or (ii) result in the imposition of a tax upon any of REMIC I or REMIC II (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code (except as provided in Section 3.22(d)) and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code) (either such event, in the absence of an Opinion of Counsel or the indemnification referred to in this sentence, an "Adverse REMIC Event") unless the Master Servicer or the REMIC Administrator, as applicable, has received an Opinion of Counsel (at the expense of the party seeking to take such action or, if such party fails to pay such expense, and the Master Servicer or the REMIC Administrator, as applicable, determines that taking such action is in the best interest of the Trust Fund and the Certificateholders, at the expense of the Trust Fund, but in no event at the expense of the Master Servicer, the REMIC Administrator or the Trustee) to the effect that the contemplated action will not, with respect to the Trust Fund created hereunder, endanger such status or, unless the Master Servicer or the REMIC Administrator or both, as applicable, determine in its or their sole discretion to indemnify the Trust Fund against the imposition of such a tax, result in the imposition of such a tax. Wherever in this Agreement a contemplated action may not be taken because the timing of such action might result in the imposition of a tax on the Trust Fund, or may only be taken pursuant to an Opinion of Counsel that such action would not impose a tax on the Trust Fund, such action may nonetheless be taken provided that the indemnity given in the preceding sentence with respect to any taxes that might be -117- imposed on the Trust Fund has been given and that all other preconditions to the taking of such action have been satisfied. The Trustee shall not take or fail to take any action (whether or not authorized hereunder) as to which the Master Servicer or the REMIC Administrator, as applicable, has advised it in writing that it has received an Opinion of Counsel to the effect that an Adverse REMIC Event could occur with respect to such action. In addition, prior to taking any action with respect to the Trust Fund or its assets, or causing the Trust Fund to take any action, which is not expressly permitted under the terms of this Agreement, the Trustee will consult with the Master Servicer or the REMIC Administrator, as applicable, or its designee, in writing, with respect to whether such action could cause an Adverse REMIC Event to occur with respect to the Trust Fund and the Trustee shall not take any such action or cause the Trust Fund to take any such action as to which the Master Servicer or the REMIC Administrator, as applicable, has advised it in writing that an Adverse REMIC Event could occur. The Master Servicer or the REMIC Administrator, as applicable, may consult with counsel to make such written advice, and the cost of same shall be borne by the party seeking to take the action not expressly permitted by this Agreement, but in no event at the expense of the Master Servicer or the REMIC Administrator. At all times as may be required by the Code, the Master Servicer or the REMIC Administrator, as applicable, will to the extent within its control and the scope of its duties more specifically set forth herein, maintain substantially all of the assets of the REMIC as "qualified mortgages" as defined in Section 860G(a)(3) of the Code and "permitted investments" as defined in Section 860G(a)(5) of the Code. (n) In the event that any tax is imposed on "prohibited transactions" of any REMIC created hereunder as defined in Section 860F(a)(2) of the Code, on "net income from foreclosure property" of any REMIC as defined in Section 860G(c) of the Code, on any contributions to any REMIC after the startup day therefor pursuant to Section 860G(d) of the Code, or any other tax imposed by the Code or any applicable provisions of state or local tax laws, such tax shall be charged (i) to the Master Servicer, if such tax arises out of or results from a breach by the Master Servicer of any of its obligations under this Agreement or the Master Servicer has in its sole discretion determined to indemnify the Trust Fund against such tax, (ii) to the Trustee, if such tax arises out of or results from a breach by the Trustee of any of its obligations under this Article X, or (iii) otherwise against amounts on deposit in the Custodial Account as provided by Section 3.10 and on the Distribution Date(s) following such reimbursement the aggregate of such taxes shall be allocated in reduction of the Accrued Certificate Interest on each Class entitled thereto in the same manner as if such taxes constituted a Prepayment Interest Shortfall. (p) The Trustee and the Master Servicer shall, for federal income tax purposes, maintain books and records with respect to each REMIC on a calendar year and on an accrual basis or as otherwise may be required by the REMIC Provisions. (r) Following the startup day, neither the Master Servicer nor the Trustee shall accept any contributions of assets to any REMIC unless (subject to Section 10.01(f)) the Master Servicer and the Trustee shall have received an Opinion of Counsel (at the expense of the party seeking to make such contribution) to the effect that the inclusion of such assets in any REMIC will not cause any of REMIC I or REMIC II to fail to qualify as a REMIC at any time that any Certificates are outstanding or subject any such REMIC to any tax under the REMIC Provisions or other applicable provisions of federal, state and local law or ordinances. -118- (t) Neither the Master Servicer nor the Trustee shall (subject to Section 10.01(f)) enter into any arrangement by which any of REMIC I or REMIC II will receive a fee or other compensation for services nor permit any of REMIC I or REMIC II to receive any income from assets other than "qualified mortgages" as defined in Section 860G(a)(3) of the Code or "permitted investments" as defined in Section 860G(a)(5) of the Code. (v) Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury Regulations, the "latest possible maturity date" by which the principal balance of each regular interest in each REMIC would be reduced to zero is December 25, 2030. (x) Within 30 days after the Closing Date, the REMIC Administrator shall prepare and file with the Internal Revenue Service Form 8811, "Information Return for Real Estate Mortgage Investment Conduits (REMIC) and Issuers of Collateralized Debt Obligations" for the Trust Fund. (z) Neither the Trustee nor the Master Servicer shall sell, dispose of or substitute for any of the Mortgage Loans (except in connection with (i) the default, imminent default or foreclosure of a Mortgage Loan, including but not limited to, the acquisition or sale of a Mortgaged Property acquired by deed in lieu of foreclosure, (ii) the bankruptcy of the Trust Fund, (iii) the termination of any REMIC pursuant to Article IX of this Agreement or (iv) a purchase of Mortgage Loans pursuant to Article II or III of this Agreement) or acquire any assets for any REMIC or sell or dispose of any investments in the Custodial Account or the Certificate Account for gain, or accept any contributions to any REMIC after the Closing Date unless it has received an Opinion of Counsel that such sale, disposition, substitution or acquisition will not (a) affect adversely the status of any of REMIC I or REMIC II as a REMIC or (b) unless the Master Servicer has determined in its sole discretion to indemnify the Trust Fund against such tax, cause any REMIC to be subject to a tax on "prohibited transactions" or "contributions" pursuant to the REMIC Provisions. Section 16.04. Master Servicer, REMIC Administrator and Trustee Indemnification. (b) The Trustee agrees to indemnify the Trust Fund, the Depositor, the REMIC Administrator and the Master Servicer for any taxes and costs including, without limitation, any reasonable attorneys fees imposed on or incurred by the Trust Fund, the Depositor or the Master Servicer, as a result of a breach of the Trustee's covenants set forth in Article VIII or this Article X. In the event that Residential Funding is no longer the Master Servicer, the Trustee shall indemnify Residential Funding for any taxes and costs including, without limitation, any reasonable attorneys fees imposed on or incurred by Residential Funding as a result of a breach of the Trustee's covenants set forth in Article VIII or this Article X. (d) The REMIC Administrator agrees to indemnify the Trust Fund, the Depositor, the Master Servicer and the Trustee for any taxes and costs (including, without limitation, any reasonable attorneys' fees) imposed on or incurred by the Trust Fund, the Depositor, the Master Servicer or the Trustee, as a result of a breach of the REMIC Administrator's covenants set forth in this Article X with respect to compliance with the REMIC Provisions, including without limitation, -119- any penalties arising from the Trustee's execution of Tax Returns prepared by the REMIC Administrator that contain errors or omissions; provided, however, that such liability will not be imposed to the extent such breach is a result of an error or omission in information provided to the REMIC Administrator by the Master Servicer in which case Section 10.02(c) will apply. (f) The Master Servicer agrees to indemnify the Trust Fund, the Depositor, the REMIC Administrator and the Trustee for any taxes and costs (including, without limitation, any reasonable attorneys' fees) imposed on or incurred by the Trust Fund, the Depositor or the Trustee, as a result of a breach of the Master Servicer's covenants set forth in this Article X or in Article III with respect to compliance with the REMIC Provisions, including without limitation, any penalties arising from the Trustee's execution of Tax Returns prepared by the Master Servicer that contain errors or omissions. -120- ARTICLE XVII MISCELLANEOUS PROVISIONS Section 18.02. Amendment. (b) This Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer and the Trustee: (ii) to cure any ambiguity, (iv) to correct or supplement any provisions herein or therein, which may be inconsistent with any other provisions herein or therein or to correct any error, (vi) to modify, eliminate or add to any of its provisions to such extent as shall be necessary or desirable to maintain the qualification of REMIC I or REMIC II as REMICs at all times that any Certificate is outstanding or to avoid or minimize the risk of the imposition of any tax on the Trust Fund pursuant to the Code that would be a claim against the Trust Fund, provided that the Trustee has received an Opinion of Counsel to the effect that (A) such action is necessary or desirable to maintain such qualification or to avoid or minimize the risk of the imposition of any such tax and (B) such action will not adversely affect in any material respect the interests of any Certificateholder, (viii) to change the timing and/or nature of deposits into the Custodial Account or the Certificate Account or to change the name in which the Custodial Account is maintained, provided that (A) the Certificate Account Deposit Date shall in no event be later than the related Distribution Date, (B) such change shall not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of any Certificateholder and (C) such change shall not result in a reduction of the rating assigned to any Class of Certificates below the lower of the then-current rating or the rating assigned to such Certificates as of the Closing Date, as evidenced by a letter from each Rating Agency to such effect, (x) to modify, eliminate or add to the provisions of Section 5.02(f) or any other provision hereof restricting transfer of the Class R Certificates by virtue of their being the "residual interests" in the Trust Fund provided that (A) such change shall not result in reduction of the rating assigned to any such Class of Certificates below the lower of the then- current rating or the rating assigned to such Certificates as of the Closing Date, as evidenced by a letter from each Rating Agency to such effect, and (B) such change shall not, as evidenced by an Opinion of Counsel (at the expense of the party seeking so to modify, eliminate or add such provisions), cause the Trust Fund or any of the Certificateholders -121- (other than the transferor) to be subject to a federal tax caused by a transfer to a Person that is not a Permitted Transferee, or (xii) to make any other provisions with respect to matters or questions arising under this Agreement or such Custodial Agreement which shall not be materially inconsistent with the provisions of this Agreement, provided that such action shall not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of any Certificateholder and is authorized or permitted under Section 11.09(d). (d) This Agreement or any Custodial Agreement may also be amended from time to time by the Depositor, the Master Servicer, the Trustee and the Holders of Certificates evidencing in the aggregate not less than 66% of the Percentage Interests of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or such Custodial Agreement or of modifying in any manner the rights of the Holders of Certificates of such Class; provided, however, that no such amendment shall: (ii) reduce in any manner the amount of, or delay the timing of, payments which are required to be distributed on any Certificate without the consent of the Holder of such Certificate, (iv) adversely affect in any material respect the interest of the Holders of Certificates of any Class in a manner other than as described in clause (i) hereof without the consent of Holders of Certificates of such Class evidencing, as to such Class, Percentage Interests aggregating not less than 66%, or (vi) reduce the aforesaid percentage of Certificates of any Class the Holders of which are required to consent to any such amendment, in any such case without the consent of the Holders of all Certificates of such Class then outstanding. (f) 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 (at the expense of the party seeking such amendment) to the effect that such amendment or the exercise of any power granted to the Master Servicer, the Depositor or the Trustee in accordance with such amendment will not result in the imposition of a federal tax on the Trust Fund or cause REMIC I or REMIC II to fail to qualify as REMICs at any time that any Certificate is outstanding. The Trustee may but shall not be obligated to enter into any amendment pursuant to this Section that affects its rights, duties and immunities and this agreement or otherwise; provided however, such consent shall not be unreasonably withheld. (h) Promptly after the execution of any such amendment 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 11.01 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 -122- the execution thereof by Certificateholders shall be subject to such reasonable regulations as the Trustee may prescribe. (j) The Depositor shall have the option, in its sole discretion, to obtain and deliver to the Trustee any corporate guaranty, payment obligation, irrevocable letter of credit, surety bond, insurance policy or similar instrument or a reserve fund, or any combination of the foregoing, for the purpose of protecting the Holders of the Class R Certificates against any or all Realized Losses or other shortfalls. Any such instrument or fund shall be held by the Trustee for the benefit of the Class R Certificateholders, but shall not be and shall not be deemed to be under any circumstances included in the REMIC. To the extent that any such instrument or fund constitutes a reserve fund for federal income tax purposes, (i) any reserve fund so established shall be an outside reserve fund and not an asset of the REMIC, (ii) any such reserve fund shall be owned by the Depositor, and (iii) amounts transferred by the REMIC to any such reserve fund shall be treated as amounts distributed by the REMIC to the Depositor or any successor, all within the meaning of Treasury regulations Section 1.860G-2(h). In connection with the provision of any such instrument or fund, this Agreement and any provision hereof may be modified, added to, deleted or otherwise amended in any manner that is related or incidental to such instrument or fund or the establishment or administration thereof, such amendment to be made by written instrument executed or consented to by the Depositor and such related insurer but without the consent of any Certificateholder and without the consent of the Master Servicer or the Trustee being required unless any such amendment would impose any additional obligation on, or otherwise adversely affect the interests of the Certificateholders, the Master Servicer or the Trustee, as applicable; provided that the Depositor obtains an Opinion of Counsel (which need not be an opinion of Independent counsel) to the effect that any such amendment will not cause (a) any federal tax to be imposed on the Trust Fund, including without limitation, any federal tax imposed on "prohibited transactions" under Section 860F(a)(1) of the Code or on "contributions after the startup date" under Section 860G(d)(1) of the Code and (b) any of REMIC I or REMIC II to fail to qualify as a REMIC at any time that any Certificate is outstanding. In the event that the Depositor elects to provide such coverage in the form of a limited guaranty provided by General Motors Acceptance Corporation, the Depositor may elect that the text of such amendment to this Agreement shall be substantially in the form attached hereto as Exhibit K (in which case Residential Funding's Subordinate Certificate Loss Obligation as described in such exhibit shall be established by Residential Funding's consent to such amendment) and that the limited guaranty shall be executed in the form attached hereto as Exhibit L, with such changes as the Depositor shall deem to be appropriate; it being understood that the Trustee has reviewed and approved the content of such forms and that the Trustee's consent or approval to the use thereof is not required. Section 18.04. Recordation of Agreement; Counterparts. (b) To the extent permitted by applicable law, this Agreement is subject to recordation in all appropriate public offices for real property records in all the counties or other comparable jurisdictions in which any or all of the properties subject to the Mortgages are situated, and in any other appropriate public recording office or elsewhere, such recordation to be effected by the Master Servicer and at its expense on direction by the Trustee (pursuant to the request of the Holders of Certificates entitled to at least 25% of the Voting Rights), but only upon direction -123- accompanied by an Opinion of Counsel to the effect that such recordation materially and beneficially affects the interests of the Certificateholders. (d) 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 18.06. Limitation on Rights of Certificateholders. (b) The death or incapacity of any Certificateholder shall not operate to terminate this Agreement or the Trust Fund, nor entitle such Certificateholder's legal representatives or heirs to claim an accounting or to take any action or proceeding in any court for a partition or winding up of the Trust Fund, nor otherwise affect the rights, obligations and liabilities of any of the parties hereto. (d) No Certificateholder shall have any right to vote (except as expressly provided herein) or in any manner otherwise control the operation and management of the Trust Fund, or the obligations of the parties hereto, nor shall anything herein set forth, or contained in the terms of the Certificates, be construed so as to constitute the Certificateholders 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. (f) No Certificateholder shall have any right by virtue of any provision of this Agreement to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Agreement, unless such Holder previously shall have given to the Trustee a written notice of default and of the continuance thereof, as hereinbefore provided, and unless also the Holders of Certificates of any Class evidencing in the aggregate not less than 25% of the related Percentage Interests of such Class, shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, 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 of any Class shall have any right in any manner whatever by virtue of any provision of this Agreement to affect, disturb or prejudice the rights of the Holders of any other of such Certificates of such Class or any other Class, or to obtain or seek to obtain priority over or preference to any other such Holder, or to enforce any right under this Agreement, except in the manner herein provided and for the common benefit of Certificateholders of such Class or all Classes, as the case may be. For the protection and enforcement of the provisions of this Section 11.03, each and every Certificateholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. -124- Section 18.08. Governing Law. This agreement and the Certificates shall be governed by and construed in accordance with the laws of the State of New York and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws. Section 18.10. Notices. All demands and notices hereunder shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid (except for notices to the Trustee which shall be deemed to have been duly given only when received), to (a) in the case of the Depositor, 8400 Normandale Lake Boulevard, Suite 700, Minneapolis, Minnesota 55437, Attention: President, or such other address as may hereafter be furnished to the Master Servicer and the Trustee in writing by the Depositor; (b) in the case of the Master Servicer, 2255 North Ontario Street, Burbank, California 91504-3120, Attention: Bond Administration or such other address as may be hereafter furnished to the Depositor and the Trustee by the Master Servicer in writing; (c) in the case of the Trustee, 450 West 33rd Street, 14th Floor, New York, New York 10001, Attention: Residential Asset Mortgage Products Inc. Series 2000-RZ2 or such other address as may hereafter be furnished to the Depositor and the Master Servicer in writing by the Trustee; (d) in the case of Standard & Poor's, 55 Water Street, New York, New York 10041 Attention: Mortgage Surveillance or such other address as may be hereafter furnished to the Depositor, Trustee and Master Servicer by Standard & Poor's; and (e) in the case of Moody's, 99 Church Street, New York, New York 10007, Attention: ABS Monitoring Department, or such other address as may be hereafter furnished to the Depositor, the Trustee and the Master Servicer in writing by Moody's. Any notice required or permitted to be mailed to a Certificateholder shall be given by first class mail, postage prepaid, at the address of such holder as shown in the Certificate Register. Any notice so mailed within the time prescribed in this Agreement shall be conclusively presumed to have been duly given, whether or not the Certificateholder receives such notice. Section 18.12. Notices to Rating Agencies. The Depositor, the Master Servicer or the Trustee, as applicable, shall notify each Rating Agency and each Subservicer at such time as it is otherwise required pursuant to this Agreement to give notice of the occurrence of, any of the events described in clause (i), (ii), (iii), (iv), (vii), (viii), (ix) or (x) below or provide a copy to each Rating Agency at such time as otherwise required to be delivered pursuant to this Agreement of any of the statements described in clauses (x) and (vi) below: (ii) a material change or amendment to this Agreement, (iv) the occurrence of an Event of Default, -125- (vi) the termination or appointment of a successor Master Servicer or Trustee or a change in the majority ownership of the Trustee, (viii) the filing of any claim under the Master Servicer's blanket fidelity bond and the errors and omissions insurance policy required by Section 3.12 or the cancellation or modification of coverage under any such instrument, (x) the statement required to be delivered to the Holders of each Class of Certificates pursuant to Section 4.03, (xii)the statements required to be delivered pursuant to Sections 3.18 and 3.19, (xiv)a change in the location of the Custodial Account or the Certificate Account, (xvi)the occurrence of any monthly cash flow shortfall to the Holders of any Class of Certificates resulting from the failure by the Master Servicer to make an Advance pursuant to Section 4.04, (xviii)the occurrence of the Final Distribution Date, and (xx) the repurchase of or substitution for any Mortgage Loan, provided, however, that with respect to notice of the occurrence of the events described in clauses (iv), (vii) or (viii) above, the Master Servicer shall provide prompt written notice to each Rating Agency and the Subservicer of any such event known to the Master Servicer. Section 18.14. Severability of Provisions. If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement or of the Certificates or the rights of the Holders thereof. Section 18.16. Supplemental Provisions for Resecuritization. (b) This Agreement may be supplemented by means of the addition of a separate Article hereto (a "Supplemental Article") for the purpose of resecuritizing any of the Certificates issued hereunder, under the following circumstances. With respect to any Class or Classes of Certificates issued hereunder, or any portion of any such Class, as to which the Depositor or any of its Affiliates (or any designee thereof) is the registered Holder (the "Resecuritized Certificates"), the Depositor may deposit such Resecuritized Certificates into a new REMIC, grantor trust, FASIT or -126- custodial arrangement (a "Restructuring Vehicle") to be held by the Trustee pursuant to a Supplemental Article. The instrument adopting such Supplemental Article shall be executed by the Depositor, the Master Servicer and the Trustee; provided, that neither the Master Servicer nor the Trustee shall withhold their consent thereto if their respective interests would not be materially adversely affected thereby. To the extent that the terms of the Supplemental Article do not in any way affect any provisions of this Agreement as to any of the Certificates initially issued hereunder, the adoption of the Supplemental Article shall not constitute an "amendment" of this Agreement. Each Supplemental Article shall set forth all necessary provisions relating to the holding of the Resecuritized Certificates by the Trustee, the establishment of the Restructuring Vehicle, the issuing of various classes of new certificates by the Restructuring Vehicle and the distributions to be made thereon, and any other provisions necessary to the purposes thereof. In connection with each Supplemental Article, the Depositor shall deliver to the Trustee an Opinion of Counsel to the effect that (i) the Restructuring Vehicle will qualify as a REMIC, grantor trust, FASIT or other entity not subject to taxation for federal income tax purposes and (ii) the adoption of the Supplemental Article will not endanger the status of any of REMIC I or REMIC II as a REMIC or result in the imposition of a tax upon the Trust Fund (including but not limited to the tax on prohibited transaction as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC as set forth in Section 860G(d) of the Code. -127- IN WITNESS WHEREOF, the Depositor, the Master Servicer and the Trustee have caused their names to be signed hereto by their respective officers thereunto duly authorized and their respective seals, duly attested, to be hereunto affixed, all as of the date and year first above written. RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC. [Seal] By: Name: Julie Steinhagen Title: Vice President Attest: Name: Randy Van Zee Title: Vice President RESIDENTIAL FUNDING CORPORATION [Seal] By: Name: Randy Van Zee Title: Director Attest: Name: Julie Steinhagen Title: Director THE CHASE MANHATTAN BANK, as Trustee [Seal] By: Name: Title: Attest: Name: Title: -128- STATE OF NEW YORK ) ) ss.: COUNTY OF NEW YORK ) On the 22nd day of November, 2000, before me, a notary public in and for said State, personally appeared Julie Steinhagen, known to me to be a Vice President of Residential Asset Mortgage Products, Inc., one of the corporations that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. --------------------------- Notary Public [Notarial Seal] -129- STATE OF MINNESOTA ) ) ss.: COUNTY OF HENNEPIN ) On the 22nd day of November, 2000, before me, a notary public in and for said State, personally appeared Randy Van Zee, known to me to be a Director of Residential Funding Corporation, one of the corporations that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. ------------------------ Notary Public [Notarial Seal] -130- STATE OF ) ) ss.: COUNTY OF ) On the 22nd day of November, 2000, before me, a notary public in and for said State, personally appeared ________________, known to me to be a Vice President of The Chase Manhattan Bank, a national banking corporation that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. ------------------------ Notary Public [Notarial Seal] -1- EXHIBIT A FORM OF CLASS A CERTIFICATE SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986. A-1 Class A-[__] Senior Certificate No. 1 [Adjustable][__%] Pass-Through Rate Date of Pooling and Servicing Agreement and Cut-off Date: Percentage Interest: 100% November 1, 2000 First Distribution Date: Aggregate Initial Certificate Principal December 26, 2000 Balance of the Class A-[__] Certificates: $__________ Master Servicer: Residential Funding Corporation Initial Certificate Principal Balance of this Class A-[__] Certificate: Final Scheduled Distribution Date: $__________ ---------------- Maturity Date: CUSIP ____________ November 25, 2030 MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATES SERIES 2000-RZ2 evidencing a percentage interest in the distributions allocable to the Class A-[__] Certificates with respect to a Trust Fund consisting primarily of a pool of conventional one- to four-family fixed interest rate, first lien mortgage loans sold by RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC. This Certificate is payable solely from the assets of the Trust Fund, and does not represent an obligation of or interest in Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee referred to below or GMAC Mortgage Group, Inc. or any of their affiliates. Neither this Certificate nor the underlying Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality or by Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee or GMAC Mortgage Group, Inc. or any of their affiliates. None of the Depositor, the Master Servicer, GMAC Mortgage Group, Inc. or any of their affiliates will have any obligation with respect to any certificate or other obligation secured by or payable from payments on the Certificates. This certifies that Cede & Co. is the registered owner of the Percentage Interest evidenced by this Certificate in certain distributions with respect to the Trust Fund consisting primarily of an interest in a pool of conventional one- to four-family fixed interest rate, first lien mortgage loans (the "Mortgage Loans"), sold by Residential Asset Mortgage Products, Inc. (hereinafter called the "Depositor," which term includes any successor entity under the Agreement referred to below). The Trust Fund was created pursuant to a Pooling and Servicing Agreement dated as specified above (the "Agreement") among the Depositor, the Master Servicer and The Chase Manhattan Bank, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions A-2 of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing as described in the Agreement, to the Person in whose name this Certificate is registered at the close of business on the last day (or if such last day is not a Business Day, the Business Day immediately preceding such last day) of the month immediately preceding the month of such distribution (the "Record Date"), from the related Available Distribution Amount in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount of interest and principal, if any, required to be distributed to Holders of Class A-[__] Certificates on such Distribution Date. Distributions on this Certificate will be made either by the Master Servicer acting on behalf of the Trustee or by a Paying Agent appointed by the Trustee in immediately available funds (by wire transfer or otherwise) for the account of the Person entitled thereto if such Person shall have so notified the Master Servicer or such Paying Agent, or by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose in the City and State of New York. The Initial Certificate Principal Balance of this Certificate is set forth above. The Certificate Principal Balance hereof will be reduced to the extent of distributions allocable to principal and any Realized Losses allocable hereto. This Certificate is one of a duly authorized issue of Certificates issued in several Classes designated as Mortgage Asset-Backed Pass-Through Certificates of the Series specified hereon (herein collectively called the "Certificates"). The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans and the Policy, all as more specifically set forth herein and in the Agreement. In the event Master Servicer funds are advanced with respect to any Mortgage Loan, such advance is reimbursable to the Master Servicer, to the extent provided in the Agreement, from related recoveries on such Mortgage Loan or from other cash that would have been distributable to Certificateholders. As provided in the Agreement, withdrawals from the Custodial Account and/or the Certificate Account created for the benefit of Certificateholders and the Insurer may be made by the Master Servicer from time to time for purposes other than distributions to Certificateholders, such purposes including without limitation reimbursement to the Depositor and the Master Servicer of advances made, or certain expenses incurred, by either of them. The Agreement permits, with certain exceptions therein provided, the amendment of the Agreement and the modification of the rights and obligations of the Depositor, the Master Servicer and the Trustee and the rights of the Certificateholders under the Agreement from time to time by A-3 the Depositor, the Master Servicer and the Trustee with the consent of the Holders of Certificates evidencing in the aggregate not less than 66% of the Percentage Interests of each Class of Certificates affected thereby and the Insurer. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon the Certificate. The Agreement also permits the amendment thereof in certain circumstances without the consent of the Holders of any of the Certificates and, in certain additional circumstances, without the consent of the Holders of certain Classes of Certificates. As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee in the City and State of New York, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of authorized denominations evidencing the same Class and aggregate Percentage Interest will be issued to the designated transferee or transferees. The Certificates are issuable only as registered Certificates without coupons in Classes and in denominations specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of authorized denominations evidencing the same Class and aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Trustee may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. The Depositor, the Master Servicer, the Trustee, and the Certificate Registrar and any agent of the Depositor, the Master Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and neither the Depositor, the Master Servicer, the Trustee nor any such agent shall be affected by notice to the contrary. This Certificate shall be governed by and construed in accordance with the laws of the State of New York. The obligations created by the Agreement in respect of the Certificates and the Trust Fund created thereby shall terminate upon the payment to Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the maturity or other liquidation of the last Mortgage Loan subject thereto or the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan, and (ii) the purchase by the Master Servicer or the Depositor from the Trust Fund of all remaining Mortgage Loans and all property acquired in respect of such Mortgage Loans, thereby effecting early retirement of the related Certificates. The Agreement permits, but does not require, the Master A-4 Servicer (i) to purchase, at a price determined as provided in the Agreement, all remaining Mortgage Loans and all property acquired in respect of any Mortgage Loan or (ii) to purchase in whole, but not in part, all of the Class A Certificates from the Holders thereof; provided, that any such option may only be exercised if the aggregate Stated Principal Balance of the Mortgage Loans, as applicable, as of the Distribution Date upon which the proceeds of any such purchase are distributed is less than ten percent of the Cut-off Date Principal Balance of the Mortgage Loans, as applicable. Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. A-5 IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed. THE CHASE MANHATTAN BANK, as Trustee By: Authorized Signatory Dated: November 22, 2000 Certificate of Authentication This is one of the Class A-[__] Certificates referred to in the within-mentioned Agreement. THE CHASE MANHATTAN BANK, as Certificate Registrar By: Authorized Signatory A-6 ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto (Please print or typewrite name and address including postal zip code of assignee) the beneficial interest evidenced by the within Trust Certificate and hereby authorizes the transfer of registration of such interest to assignee on the Certificate Register of the Trust Fund. I (We) further direct the Certificate Registrar to issue a new Certificate of a like denomination and Class, to the above named assignee and deliver such Certificate to the following address: Dated: Signature by or on behalf of assignor Signature Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in immediately available funds to __________________________ for the account of __________________________________ account number __________________________ or if mailed by check to ___________________________________ Applicable statements should be mailed to: ___________________________. This information is provided by ______________________, the assignee named above, or _______________________, as its agent. A-7 EXHIBIT B FORM OF CLASS M-[__] CERTIFICATE THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A AND CLASS R CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW). SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE "CODE"). 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. NO TRANSFER OF THIS CLASS M CERTIFICATE WILL BE MADE UNLESS THE TRUSTEE HAS RECEIVED AN OFFICER'S CERTIFICATE TO THE EFFECT THAT SUCH RESTRICTIONS NO LONGER APPLY, OR EITHER (A) AN OPINION OF COUNSEL ACCEPTABLE TO AND IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE, THE COMPANY AND THE MASTER SERVICER WITH RESPECT TO THE PERMISSIBILITY OF SUCH TRANSFER UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA") AND SECTION 4975 OF THE CODE AND STATING, AMONG OTHER THINGS, THAT THE TRANSFEREE'S ACQUISITION OF THIS CERTIFICATE WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE OR (B) A REPRESENTATION LETTER, IN THE FORM DESCRIBED IN THE AGREEMENT, EITHER STATING THAT THE TRANSFEREE IS NOT AN EMPLOYEE BENEFIT OR OTHER PLAN SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF ERISA OR SECTION 4975 OF THE CODE (A "PLAN"), OR ANY OTHER PERSON (INCLUDING AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY PLAN) ACTING, DIRECTLY OR INDIRECTLY, ON BEHALF OF OR PURCHASING ANY CERTIFICATE WITH "PLAN ASSETS" OF ANY PLAN (A "PLAN INVESTOR"), OR STATING THAT (I) THE TRANSFEREE IS AN INSURANCE COMPANY, (II) THE SOURCE OF FUNDS TO BE USED BY IT TO PURCHASE THE CERTIFICATE IS AN "INSURANCE COMPANY GENERAL ACCOUNT" (WITHIN THE MEANING OF DEPARTMENT OF LABOR PROHIBITED TRANSACTION B-1 CLASS EXEMPTION ("PTCE") 95-60), AND (III) THE CONDITIONS SET FORTH IN SECTIONS I AND III OF PTCE 95-60 HAVE BEEN SATISFIED (EACH ENTITY THAT SATISFIES THIS CLAUSE (B), A "COMPLYING INSURANCE COMPANY"). NOTWITHSTANDING THE ABOVE, WITH RESPECT TO THE TRANSFER OF THIS CERTIFICATE TO A DEPOSITORY OR ANY SUBSEQUENT TRANSFER OF ANY INTEREST IN THIS CERTIFICATE FOR SO LONG AS THIS CERTIFICATE IS HELD BY A DEPOSITORY, (I) NEITHER AN OPINION OF COUNSEL NOR A CERTIFICATION, EACH AS DESCRIBED IN THE FOREGOING PARAGRAPH, SHALL BE REQUIRED, AND (II) THE FOLLOWING CONDITIONS SHALL APPLY: 1. ANY TRANSFEREE OF THIS CERTIFICATE WILL BE DEEMED TO HAVE REPRESENTED BY VIRTUE OF ITS PURCHASE OR HOLDING OF THIS CERTIFICATE (OR INTEREST HEREIN) THAT EITHER (A) SUCH TRANSFEREE IS NOT A PLAN INVESTOR OR (B) SUCH TRANSFEREE IS A COMPLYING INSURANCE COMPANY; AND 2. IF THIS CERTIFICATE (OR ANY INTEREST HEREIN) IS ACQUIRED OR HELD IN VIOLATION OF THE PROVISIONS OF THE PRECEDING PARAGRAPH, THEN THE LAST PRECEDING TRANSFEREE THAT EITHER (I) IS NOT A PLAN INVESTOR OR (II) IS A COMPLYING INSURANCE COMPANY SHALL BE RESTORED, TO THE EXTENT PERMITTED BY LAW, TO ALL RIGHTS AND OBLIGATIONS AS CERTIFICATE OWNER THEREOF RETROACTIVE TO THE DATE OF SUCH TRANSFER OF THIS CERTIFICATE. THE TRUSTEE SHALL BE UNDER NO LIABILITY TO ANY PERSON FOR MAKING ANY PAYMENTS DUE ON THIS CERTIFICATE TO SUCH PRECEDING TRANSFEREE. ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST HEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 5.02(E) OF THE POOLING AND SERVICING AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE COMPANY, THE TRUSTEE, THE MASTER SERVICER, ANY SUBSERVICER, AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING. B-2 Certificate No. 1 ____% Pass-Through Rate Class M-[__] Mezzanine Aggregate Certificate Principal Balance of the Class M-[__] Certificates: $_________________ Date of Pooling and Servicing Initial Certificate Principal Balance of this Agreement and Cut-off Date: Certificate: November 1, 2000 $__________ First Distribution Date: CUSIP _________ December 26, 2000 Master Servicer: Residential Funding Corporation Final Scheduled Distribution Date: December 25, 2030 Maturity Date: November 25, 2030 MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATES SERIES 2000-RZ2 evidencing a percentage interest in the distributions allocable to the Class M-[__] Certificates with respect to a Trust Fund consisting primarily of a pool of conventional one- to four-family fixed interest rate, first lien mortgage loans sold by RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC. This Certificate is payable solely from the assets of the Trust Fund, and does not represent an obligation of or interest in Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee referred to below or GMAC Mortgage Group, Inc. or any of their affiliates. Neither this Certificate nor the underlying Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality or by Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee or GMAC Mortgage Group, Inc. or any of their affiliates. None of the Depositor, the Master Servicer, GMAC Mortgage Group, Inc. or any of their affiliates will have any obligation with respect to any certificate or other obligation secured by or payable from payments on the Certificates. This certifies that Cede & Co. is the registered owner of the Percentage Interest evidenced by this Certificate in certain distributions with respect to the Trust Fund consisting primarily of an interest in a pool of conventional one- to four-family fixed interest rate, first lien mortgage loans (the "Mortgage Loans"), sold by Residential Asset Mortgage Products, Inc. (hereinafter called the "Depositor," which term includes any successor entity under the Agreement B-3 referred to below). The Trust Fund was created pursuant to a Pooling and Servicing Agreement dated as specified above (the "Agreement") among the Depositor, the Master Servicer and The Chase Manhattan Bank, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing as described in the Agreement, to the Person in whose name this Certificate is registered at the close of business on the last day (or if such last day is not a Business Day, the Business Day immediately preceding such last day) of the month immediately preceding the month of such distribution (the "Record Date"), from the Available Distribution Amount in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount (of interest and principal, if any) required to be distributed to Holders of Class M-1 Certificates on such Distribution Date. Distributions on this Certificate will be made either by the Master Servicer acting on behalf of the Trustee or by a Paying Agent appointed by the Trustee in immediately available funds (by wire transfer or otherwise) for the account of the Person entitled thereto if such Person shall have so notified the Master Servicer or such Paying Agent, or by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose in the City and State of New York. The Initial Certificate Principal Balance of this Certificate is set forth above. The Certificate Principal Balance hereof will be reduced to the extent of the distributions allocable to principal and any Realized Losses allocable hereto. As described above, unless an Officer's Certificate to the effect that such restrictions no longer apply has been delivered to the trustee in accordance with the pooling and servicing agreement, no transfer of this Class M Certificate will be made unless (i) the Trustee has received either an opinion of counsel or a representation letter, each as described in the Agreement, relating to the permissibility of such transfer under ERISA and Section 4975 of the Code, or (ii) this Certificate is held by a Depository, in which case the Transferee will be deemed to have made representations relating to the permissibility of such transfer under ERISA and Section 4975 of the Code, as described in Section 5.02(e) of the Agreement. In addition, any purported Certificate Owner whose acquisition or holding of this Certificate (or interest herein) was effected in violation of the restrictions in Section 5.02(e) of the Agreement shall indemnify and hold harmless the Depositor, the Trustee, the Master Servicer, any Subservicer, and the Trust Fund from and against any and all liabilities, claims, costs or expenses incurred by such parties as a result of such acquisition or holding. B-4 This Certificate is one of a duly authorized issue of Certificates issued in several Classes designated as Mortgage Pass-Through Certificates of the Series specified hereon (herein collectively called the "Certificates"). The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. In the event Master Servicer funds are advanced with respect to any Mortgage Loan, such advance is reimbursable to the Master Servicer, to the extent provided in the Agreement, from related recoveries on such Mortgage Loan or from other cash that would have been distributable to Certificateholders. As provided in the Agreement, withdrawals from the Custodial Account and/or the Certificate Account created for the benefit of Certificateholders may be made by the Master Servicer from time to time for purposes other than distributions to Certificateholders, such purposes including without limitation reimbursement to the Depositor and the Master Servicer of advances made, or certain expenses incurred, by either of them. The Agreement permits, with certain exceptions therein provided, the amendment of the Agreement and the modification of the rights and obligations of the Depositor, the Master Servicer and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Master Servicer and the Trustee with the consent of the Holders of Certificates evidencing in the aggregate not less than 66% of the Percentage Interests of each Class of Certificates affected thereby. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon the Certificate. The Agreement also permits the amendment thereof in certain circumstances without the consent of the Holders of any of the Certificates and, in certain additional circumstances, without the consent of the Holders of certain Classes of Certificates. As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee in the City and State of New York, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of authorized denominations evidencing the same Class and aggregate Percentage Interest will be issued to the designated transferee or transferees. The Certificates are issuable only as registered Certificates without coupons in Classes and in denominations specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of authorized denominations evidencing the same Class and aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Trustee may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. B-5 The Depositor, the Master Servicer, the Trustee and the Certificate Registrar and any agent of the Depositor, the Master Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and neither the Depositor, the Master Servicer, the Trustee nor any such agent shall be affected by notice to the contrary. This Certificate shall be governed by and construed in accordance with the laws of the State of New York. The obligations created by the Agreement in respect of the Certificates and the Trust Fund created thereby shall terminate upon the payment to Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the maturity or other liquidation of the last Mortgage Loan subject thereto or the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan and (ii) the purchase by the Master Servicer or the Depositor from the Trust Fund of all remaining Mortgage Loans and all property acquired in respect of such Mortgage Loans, thereby effecting early retirement of the Certificates. The Agreement permits, but does not require, the Master Servicer or the Depositor to (i) purchase at a price determined as provided in the Agreement all remaining Mortgage Loans and all property acquired in respect of any Mortgage Loan or (ii) purchase in whole, but not in part, all of the Certificates from the Holders thereof; provided, that any such option may only be exercised if the Pool Stated Principal Balance of the Mortgage Loans as of the Distribution Date upon which the proceeds of any such purchase are distributed is less than ten percent of the Cut-off Date Principal Balance of the Mortgage Loans. Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. B-6 IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed. Dated: November 22, 2000 THE CHASE MANHATTAN BANK, as Trustee By: Authorized Signatory CERTIFICATE OF AUTHENTICATION This is one of the Class M-[__] Certificates referred to in the within-mentioned Agreement. THE CHASE MANHATTAN BANK, as Certificate Registrar By: Authorized Signatory B-7 ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto (Please print or typewrite name and address including postal zip code of assignee) a Percentage Interest evidenced by the within Mortgage Pass-Through Certificate and hereby authorizes the transfer of registration of such interest to assignee on the Certificate Register of the Trust Fund. I (We) further direct the Certificate Registrar to issue a new Certificate of a like denomination and Class, to the above named assignee and deliver such Certificate to the following address: Dated: Signature by or on behalf of assignor Signature Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in immediately available funds to __________________________ for the account of __________________________________ account number __________________________ or if mailed by check to ___________________________________ Applicable statements should be mailed to: ___________________________. This information is provided by ______________________, the assignee named above, or _______________________, as its agent. B-8 EXHIBIT C FORM OF CLASS SB CERTIFICATE THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A AND CLASS M CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED HEREIN). SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986. THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT (THE "AGREEMENT"). NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST HEREIN SHALL BE MADE TO ANY PLAN SUBJECT TO ERISA OR SECTION 4975 OF THE CODE, ANY PERSON ACTING, DIRECTLY OR INDIRECTLY, ON BEHALF OF ANY SUCH PLAN OR ANY PERSON ACQUIRING SUCH CERTIFICATES WITH "PLAN ASSETS" OF A PLAN WITHIN THE MEANING OF THE DEPARTMENT OF LABOR REGULATION PROMULGATED AT 29 C.F.R. ss.2510.3-101 ("PLAN ASSETS") UNLESS EITHER (I) THE DEPOSITOR, THE TRUSTEE AND THE MASTER SERVICER ARE PROVIDED WITH AN OPINION OF COUNSEL WHICH ESTABLISHES TO THE SATISFACTION OF THE DEPOSITOR, THE TRUSTEE AND THE MASTER SERVICER THAT THE PURCHASE OF THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN ANY PROHIBITED TRANSACTION UNDER ERISA OR SECTION 4975 OF THE CODE AND WILL NOT SUBJECT THE DEPOSITOR, THE MASTER SERVICER, THE TRUSTEE OR THE TRUST FUND TO ANY OBLIGATION OR LIABILITY (INCLUDING OBLIGATIONS OR LIABILITIES UNDER ERISA OR SECTION 4975 OF THE CODE) IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT, WHICH OPINION OF COUNSEL SHALL NOT BE AN EXPENSE OF THE DEPOSITOR, THE MASTER SERVICER, THE TRUSTEE OR THE TRUST FUND OR (II) THE TRUSTEE IS PROVIDED WITH A CERTIFICATION PURSUANT TO SECTION 5.02(e) OF THE AGREEMENT IN THE FORM OF EXHIBIT O TO THE AGREEMENT, WHICH THE TRUSTEE MAY RELY UPON WITHOUT FURTHER INQUIRY OR INVESTIGATION. C-1 Certificate No. 1 Class SB Subordinate Date of Pooling and Servicing Percentage Interest: 100% and Cut-off Date: November 1, 2000 First Distribution Date: Aggregate Initial Certificate Principal Balance December 26, 2000 of the Class SB Certificates: $_________________ Master Servicer: Initial Certificate Principal Balance Residential Funding Corporation of this Certificate: $___________ Final Scheduled Distribution Date: CUSIP: ____________ December 25, 2030 Maturity Date: November 25, 2030 MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATES SERIES 2000-RZ2 evidencing a percentage interest in the distributions allocable to the Class SB Certificates with respect to a Trust Fund consisting primarily of a pool of conventional one- to four-family fixed interest rate, first lien mortgage loans sold by RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC. This Certificate is payable solely from the assets of the Trust Fund, and does not represent an obligation of or interest in Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee referred to below or any of their affiliates. Neither this Certificate nor the underlying Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality or by Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee or any of their affiliates. None of the Depositor, the Master Servicer or any of their affiliates will have any obligation with respect to any certificate or other obligation secured by or payable from payments on the Certificates. This certifies that Auer & Co. is the registered owner of the Percentage Interest evidenced by this Certificate in certain distributions with respect to the Trust Fund consisting primarily of an interest in a pool of conventional one- to four-family fixed and adjustable interest rate, first and second lien mortgage loans (the "Mortgage Loans"), sold by Residential Asset Mortgage Products, Inc. (hereinafter called the "Depositor," which term includes any successor entity under the Agreement referred to below). The Trust Fund was created pursuant to a Pooling and Servicing Agreement dated as specified above (the "Agreement") among the Depositor, the Master Servicer C-2 and The Chase Manhattan Bank, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing as described in the Agreement, to the Person in whose name this Certificate is registered at the close of business on the last day (or if such last day is not a Business Day, the Business Day immediately preceding such last day) of the month immediately preceding the month of such distribution (the "Record Date"), from the Available Distribution Amount in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount of interest and principal, if any, required to be distributed to Holders of Class SB-I Certificates on such Distribution Date. Distributions on this Certificate will be made either by the Master Servicer acting on behalf of the Trustee or by a Paying Agent appointed by the Trustee in immediately available funds (by wire transfer or otherwise) for the account of the Person entitled thereto if such Person shall have so notified the Master Servicer or such Paying Agent, or by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose in the City and State of New York. The Notional Amount of this Class SB Certificate as of any date of determination will be calculated as described in the Agreement. The Notional Amount hereof will be reduced by interest shortfalls on the Mortgage Loans including any Prepayment Interest Shortfalls not covered by Compensating Interest or Excess Cash Flow, and the interest portion of any Realized Losses incurred in respect thereof. This Class SB Certificate will accrue interest at the Pass-Through Rate on the Notional Amount as indicated in the definition of Accrued Certificate Interest in the Agreement. This Class SB Certificate will not accrue interest on its Certificate Principal Balance. No transfer of this Class SB Certificate will be made unless such transfer is exempt from the registration requirements of the Securities Act of 1933, as amended, and any applicable state securities laws or is made in accordance with said Act and laws. In the event that such a transfer is to be made, (i) the Trustee or the Depositor may require an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee and the Depositor that such transfer is exempt (describing the applicable exemption and the basis therefor) from or is being made pursuant to the registration requirements of the Securities Act of 1933, as amended, and of any applicable statute of any state and (ii) the transferee shall execute an investment letter in the form described by the Agreement. The Holder hereof desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Depositor, the Master Servicer and the Certificate Registrar acting on behalf of the Trustee against any liability that may result if the transfer is not so exempt or is not made in accordance with such Federal and state laws. C-3 No transfer of this Certificate or any interest herein shall be made to any Plan subject to ERISA or Section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person acquiring such Certificates with "plan assets" of a Plan within the meaning of the Department of Labor regulation promulgated at 29 C.F.R. ss.2510.3-101 ("Plan Assets") unless the Depositor, the Trustee and the Master Servicer are provided with an Opinion of Counsel which establishes to the satisfaction of the Depositor, the Trustee and the Master Servicer that the purchase of this Certificate is permissible under applicable law, will not constitute or result in any prohibited transaction under ERISA or Section 4975 of the Code and will not subject the Depositor, the Master Servicer, the Trustee or the Trust Fund to any obligation or liability (including obligations or liabilities under ERISA or Section 4975 of the Code) in addition to those undertaken in the Agreement, which Opinion of Counsel shall not be an expense of the Depositor, the Master Servicer, the Trustee or the Trust Fund. In lieu of such Opinion of Counsel, a Plan, any Person acting, directly or indirectly, on behalf of any such Plan or any Person acquiring this Certificate with Plan Assets of a Plan may provide a certification in the form of Exhibit O to the Agreement, which the Trustee may rely upon without further inquiry or investigation. This Certificate is one of a duly authorized issue of Certificates issued in several Classes designated as Mortgage Asset-Backed Pass-Through Certificates of the Series specified hereon (herein collectively called the "Certificates"). The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. In the event Master Servicer funds are advanced with respect to any Mortgage Loan, such advance is reimbursable to the Master Servicer, to the extent provided in the Agreement, from related recoveries on such Mortgage Loan or from other cash that would have been distributable to Certificateholders. As provided in the Agreement, withdrawals from the Custodial Account and/or the Certificate Account created for the benefit of Certificateholders and the Insurer may be made by the Master Servicer from time to time for purposes other than distributions to Certificateholders, such purposes including without limitation reimbursement to the Depositor and the Master Servicer of advances made, or certain expenses incurred, by either of them. The Agreement permits, with certain exceptions therein provided, the amendment of the Agreement and the modification of the rights and obligations of the Depositor, the Master Servicer and the Trustee and the rights of the Certificateholders under the Agreement from time to time by the Depositor, the Master Servicer and the Trustee with the consent of the Insurer and the Holders of Certificates evidencing in the aggregate not less than 66% of the Percentage Interests of each Class of Certificates affected thereby and the Insurer. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon the Certificate. The Agreement also permits the amendment thereof in certain circumstances without the consent of the Holders of any of the Certificates and, in certain additional circumstances, without the consent of the Holders of certain Classes of Certificates. C-4 As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee in the City and State of New York, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of authorized denominations evidencing the same Class and aggregate Percentage Interest will be issued to the designated transferee or transferees. The Certificates are issuable only as registered Certificates without coupons in Classes and in denominations specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of authorized denominations evidencing the same Class and aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Trustee may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. The Depositor, the Master Servicer, the Trustee, the Certificate Registrar and any agent of the Depositor, the Master Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and neither the Depositor, the Master Servicer, the Trustee nor any such agent shall be affected by notice to the contrary. This Certificate shall be governed by and construed in accordance with the laws of the State of New York. The obligations created by the Agreement in respect of the Certificates and the Trust Fund created thereby shall terminate upon the payment to Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the maturity or other liquidation of the last Mortgage Loan subject thereto or the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan, and (ii) the purchase by the Master Servicer or the Depositor from the Trust Fund of all remaining Mortgage Loans and all property acquired in respect of such Mortgage Loans, thereby effecting early retirement of the Certificates. The Agreement permits, but does not require, the Master Servicer (i) to purchase, at a price determined as provided in the Agreement, all remaining Mortgage Loans and all property acquired in respect of any Mortgage Loan or (ii) to purchase in whole, but not in part, all of the Class A and Class SB Certificates from the Holders thereof; provided, that any such option may only be exercised if the aggregate Stated Principal Balance of the Mortgage Loans as of the Distribution Date upon which the proceeds of any such purchase are distributed is less than ten percent of the Cut-off Date Principal Balance of the Mortgage Loans. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. C-5 Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. C-6 IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed. Dated: November 22, 2000 THE CHASE MANHATTAN BANK, as Trustee By: Authorized Signatory CERTIFICATE OF AUTHENTICATION This is one of the Class SB Certificates referred to in the within-mentioned Agreement. THE CHASE MANHATTAN BANK, as Certificate Registrar By: Authorized Signatory C-7 ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto (Please print or typewrite name and address including postal zip code of assignee) a Percentage Interest evidenced by the within Mortgage Pass-Through Certificate and hereby authorizes the transfer of registration of such interest to assignee on the Certificate Register of the Trust Fund. I (We) further direct the Certificate Registrar to issue a new Certificate of a like denomination and Class, to the above named assignee and deliver such Certificate to the following address: Dated: Signature by or on behalf of assignor Signature Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in immediately available funds to __________________________ for the account of __________________________________ account number __________________________ or if mailed by check to ___________________________________ Applicable statements should be mailed to: ___________________________. This information is provided by ______________________, the assignee named above, or _______________________, as its agent. C-8 EXHIBIT D FORM OF CLASS R CERTIFICATE THE CLASS [R-I] [R-II] CERTIFICATE WILL NOT BE ENTITLED TO PAYMENTS CONSTITUTING THE AVAILABLE DISTRIBUTION AMOUNT UNTIL SUCH TIME AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN (THE "AGREEMENT"). THIS CLASS [R-I] [R-II] CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, TO THE EXTENT DESCRIBED HEREIN AND IN THE AGREEMENT. THIS CERTIFICATE MAY NOT BE HELD BY OR TRANSFERRED TO A NON-UNITED STATES PERSON OR A DISQUALIFIED ORGANIZATION (AS DEFINED BELOW). SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "RESIDUAL INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT" AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE "CODE"). THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT (THE "AGREEMENT"). NO TRANSFER OF THIS CERTIFICATE MAY BE MADE TO ANY PERSON, UNLESS THE TRANSFEREE PROVIDES EITHER A CERTIFICATION PURSUANT TO SECTION 5.02(e) OF THE AGREEMENT OR AN OPINION OF COUNSEL SATISFACTORY TO THE MASTER SERVICER, THE DEPOSITOR AND THE TRUSTEE THAT THE PURCHASE OF THIS CERTIFICATE WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), OR SECTION 4975 OF THE CODE AND WILL NOT SUBJECT THE MASTER SERVICER, THE DEPOSITOR OR THE TRUSTEE TO ANY OBLIGATION OR LIABILITY IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT. ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY IF THE PROPOSED TRANSFEREE PROVIDES A TRANSFER AFFIDAVIT TO THE MASTER SERVICER AND THE TRUSTEE THAT (1) SUCH TRANSFEREE IS NOT (A) THE UNITED STATES, ANY STATE OR POLITICAL SUBDIVISION THEREOF, ANY FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING, (B) ANY ORGANIZATION (OTHER THAN A COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE) WHICH IS D-1 EXEMPT FROM THE TAX IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (C) ANY ORGANIZATION DESCRIBED IN SECTION 1381(a)(2)(C) OF THE CODE, (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (A), (B) OR (C) BEING HEREIN REFERRED TO AS A "DISQUALIFIED ORGANIZATION") OR (D) AN AGENT OF A DISQUALIFIED ORGANIZATION, (2) NO PURPOSE OF SUCH TRANSFER IS TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX AND (3) SUCH TRANSFEREE SATISFIES CERTAIN ADDITIONAL CONDITIONS RELATING TO THE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE. NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE REGISTER OR ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THIS CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH. D-2 Class [R-I] [R-II] Certificate No. 1 Date of Pooling and Servicing Percentage Interest: 100% Agreement and Cut-off Date: November __, 2000 First Distribution Date: Initial Certificate Principal December 26, 2000 Balance of this Certificate: $0.00 Master Servicer: CUSIP:____________ Residential Funding Corporation MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE, SERIES 2000-RZ2 evidencing a percentage interest in any distributions allocable to the Class [R-I] [R- II] Certificates with respect to the Trust Fund consisting primarily of a pool of conventional one- to four-family fixed interest rate, first lien mortgage loans sold by RESIDENTIAL MORTGAGE PRODUCTS, INC. This Certificate is payable solely from the assets of the Trust Fund and does not represent an obligation of or interest in Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee referred to below or any of their affiliates. Neither this Certificate nor the underlying Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality or by Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee or any of their affiliates. None of the Depositor, the Master Servicer or any of their affiliates will have any obligation with respect to any certificate or other obligation secured by or payable from payments on the Certificates. This certifies that _________________ is the registered owner of the Percentage Interest evidenced by this Certificate in certain distributions with respect to the Trust Fund consisting primarily of a pool of conventional one- to four-family fixed interest rate, first lien mortgage loans (the "Mortgage Loans"), sold by Residential Asset Mortgage Products, Inc. (hereinafter called the "Depositor," which term includes any successor entity under the Agreement referred to below). The Trust Fund was created pursuant to a Pooling and Servicing Agreement dated as specified above (the "Agreement") among the Depositor, the Master Servicer and The Chase Manhattan Bank, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing as described in the Agreement, to the Person in whose name this Certificate is registered at the close of business on the last day (or if such last day is not a Business Day, the Business Day immediately preceding such last day) of the month immediately preceding D-3 the month of such distribution (the "Record Date"), from the related Available Distribution Amount in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount of interest and principal, if any, required to be distributed to Holders of Class R Certificates on such Distribution Date. Each Holder of this Certificate will be deemed to have agreed to be bound by the restrictions set forth in the Agreement to the effect that (i) each person holding or acquiring any Ownership Interest in this Certificate must be a United States Person and a Permitted Transferee, (ii) the transfer of any Ownership Interest in this Certificate will be conditioned upon the delivery to the Trustee of, among other things, an affidavit to the effect that it is a United States Person and Permitted Transferee, (iii) any attempted or purported transfer of any Ownership Interest in this Certificate in violation of such restrictions will be absolutely null and void and will vest no rights in the purported transferee, and (iv) if any person other than a United States Person and a Permitted Transferee acquires any Ownership Interest in this Certificate in violation of such restrictions, then the Master Servicer will have the right, in its sole discretion and without notice to the Holder of this Certificate, to sell this Certificate to a purchaser selected by the Master Servicer, which purchaser may be the Master Servicer, or any affiliate of the Master Servicer, on such terms and conditions as the Master Servicer may choose. Notwithstanding the above, the final distribution on this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trustee for that purpose in the City and State of New York. The Holder of this Certificate may have additional obligations with respect to this Certificate, including tax liabilities. No transfer of this Class [R-I] [R-II] Certificate will be made unless such transfer is exempt from the registration requirements of the Securities Act of 1933, as amended, and any applicable state securities laws or is made in accordance with said Act and laws. In the event that such a transfer is to be made, (i) the Trustee or the Depositor may require an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee and the Depositor that such transfer is exempt (describing the applicable exemption and the basis therefor) from or is being made pursuant to the registration requirements of the Securities Act of 1933, as amended, and of any applicable statute of any state and (ii) the transferee shall execute an investment letter in the form described by the Agreement. The Holder hereof desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Depositor, the Master Servicer and the Certificate Registrar acting on behalf of the Trustee against any liability that may result if the transfer is not so exempt or is not made in accordance with such Federal and state laws. No transfer of this Certificate or any interest herein shall be made to any Plan subject to ERISA or Section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person acquiring such Certificates with "plan assets" of a Plan within the meaning of the Department of Labor regulation promulgated at 29 C.F.R. ss.2510.3-101 ("Plan Assets") unless the Depositor, the Trustee and the Master Servicer are provided with an Opinion of Counsel which establishes to the satisfaction of the Depositor, the Trustee and the Master Servicer that the purchase of this Certificate is permissible under applicable law, will not constitute or result in any prohibited transaction under ERISA or Section 4975 of the Code and will not subject the Depositor, the Master D-4 Servicer, the Trustee or the Trust Fund to any obligation or liability (including obligations or liabilities under ERISA or Section 4975 of the Code) in addition to those undertaken in the Agreement, which Opinion of Counsel shall not be an expense of the Depositor, the Master Servicer, the Trustee or the Trust Fund. In lieu of such Opinion of Counsel, a Plan, any Person acting, directly or indirectly, on behalf of any such Plan or any Person acquiring this Certificate with Plan Assets of a Plan may provide a certification in the form of paragraph fourteen of Exhibit H-1 to the Agreement, which the Trustee may rely upon without further inquiry or investigation. This Certificate is one of a duly authorized issue of Certificates issued in several Classes designated as Mortgage Asset-Backed Pass-Through Certificates of the Series specified hereon (herein collectively called the "Certificates"). The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. In the event Master Servicer funds are advanced with respect to any Mortgage Loan, such advance is reimbursable to the Master Servicer, to the extent provided in the Agreement, from related recoveries on such Mortgage Loan or from other cash that would have been distributable to Certificateholders. As provided in the Agreement, withdrawals from the Custodial Account and/or the Certificate Account created for the benefit of Certificateholders and the Insurer may be made by the Master Servicer from time to time for purposes other than distributions to Certificateholders, such purposes including without limitation reimbursement to the Depositor and the Master Servicer of advances made, or certain expenses incurred, by either of them. The Agreement permits, with certain exceptions therein provided, the amendment of the Agreement and the modification of the rights and obligations of the Depositor, the Master Servicer and the Trustee and the rights of the Certificateholders under the Agreement from time to time by the Depositor, the Master Servicer and the Trustee with the consent of the Holders of Certificates evidencing in the aggregate not less than 66% of the Percentage Interests of each Class of Certificates affected thereby and the Insurer. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon the Certificate. The Agreement also permits the amendment thereof in certain circumstances without the consent of the Holders of any of the Certificates and, in certain additional circumstances, without the consent of the Holders of certain Classes of Certificates. As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trustee in the City and State of New York, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of authorized denominations evidencing the same Class and aggregate Percentage Interest will be issued to the designated transferee or transferees. D-5 The Certificates are issuable only as registered Certificates without coupons in Classes and in denominations specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of authorized denominations evidencing the same Class and aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Trustee may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. The Depositor, the Master Servicer, the Trustee, the Certificate Registrar and any agent of the Depositor, the Master Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and neither the Depositor, the Master Servicer, the Trustee nor any such agent shall be affected by notice to the contrary. This Certificate shall be governed by and construed in accordance with the laws of the State of New York. The obligations created by the Agreement in respect of the Certificates and the Trust Fund created thereby shall terminate upon the payment to Certificateholders of all amounts held by or on behalf of the Trustee and required to be paid to them pursuant to the Agreement following the earlier of (i) the maturity or other liquidation of the last Mortgage Loan subject thereto or the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan, and (ii) the purchase by the Master Servicer or the Depositor from the Trust Fund of all remaining Loans and all property acquired in respect of such Mortgage Loans, thereby effecting early retirement of the related Certificates. The Agreement permits, but does not require, the Master Servicer (i) to purchase, at a price determined as provided in the Agreement, all remaining Loans and all property acquired in respect of any Mortgage Loan or (ii) to purchase in whole, but not in part, all of the Certificates from the Holders thereof; provided, that any such option may only be exercised if the aggregate Stated Principal Balance of the Loans, as applicable, as of the Distribution Date upon which the proceeds of any such purchase are distributed is less than ten percent of the Cut-off Date Principal Balance of the Loans, as applicable. Unless the certificate of authentication hereon has been executed by the Certificate Registrar, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. D-6 IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed. THE CHASE MANHATTAN BANK, as Trustee By: Authorized Signatory Dated: November 22, 2000 Certificate of Authentication THE CHASE MANHATTAN BANK, as Certificate Registrar By: Authorized Signatory This is one of the Class [R-I] [R-II] Certificates referred to in the within-mentioned Agreement. ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto (Please print or typewrite name and address including postal zip code of assignee) the beneficial interest evidenced by the within Trust Certificate and hereby authorizes the transfer of registration of such interest to assignee on the Certificate Register of the Trust Fund. I (We) further direct the Certificate Registrar to issue a new Certificate of a like denomination and Class, to the above named assignee and deliver such Certificate to the following address: Dated: Signature by or on behalf of assignor Signature Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in immediately available funds to __________________________ for the account of __________________________________ account number __________________________ or if mailed by check to ___________________________________ Applicable statements should be mailed to: ___________________________. This information is provided by ______________________, the assignee named above, or _______________________, as its agent. -1- EXHIBIT E FORM OF CUSTODIAL AGREEMENT THIS CUSTODIAL AGREEMENT (as amended and supplemented from time to time, the "Agreement"), dated as of November 1, 2000, by and among THE CHASE MANHATTAN BANK, as trustee (including its successors under the Pooling Agreement defined below, the "Trustee"), RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC., as company (together with any successor in interest, the "Company"), RESIDENTIAL FUNDING CORPORATION, as master servicer (together with any successor in interest or successor under the Pooling Agreement referred to below, the "Master Servicer") and WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as custodian (together with any successor in interest or any successor appointed hereunder, the "Custodian"). W I T N E S S E T H T H A T : - - - - - - - - - - - - - - WHEREAS, the Company, the Master Servicer, and the Trustee have entered into a Pooling and Servicing Agreement, dated as of November 1, 2000, relating to the issuance of Residential Asset Mortgage Products, Inc., Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2 (as in effect on the date of this Agreement, the "Original Pooling Agreement," and as amended and supplemented from time to time, the "Pooling Agreement"); and WHEREAS, the Custodian has agreed to act as agent for the Trustee for the purposes of receiving and holding certain documents and other instruments delivered by the Company and the Master Servicer under the Pooling Agreement, all upon the terms and conditions and subject to the limitations hereinafter set forth; NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements hereinafter set forth, the Trustee, the Company, the Master Servicer and the Custodian hereby agree as follows: 1. Definitions Capitalized terms used in this Agreement and not defined herein shall have the meanings assigned in the Original Pooling Agreement, unless otherwise required by the context herein. E-1 2. Custody of Mortgage Documents a. Custodian to Act as Agent; Acceptance of Mortgage Files. The Custodian, as the duly appointed agent of the Trustee for these purposes, acknowledges receipt of the Mortgage Files relating to the Mortgage Loans identified on the schedule attached hereto (the "Mortgage Files") and declares that it holds and will hold the Mortgage Files as agent for the Trustee, in trust, for the use and benefit of all present and future Certificateholders. b. Recordation of Assignments. If any Mortgage File includes one or more assignments of the related Mortgages to the Trustee that have not been recorded, each such assignment shall be delivered by the Custodian to the Company for the purpose of recording it in the appropriate public office for real property records, and the Company, at no expense to the Custodian, shall promptly cause to be recorded in the appropriate public office for real property records each such assignment and, upon receipt thereof from such public office, shall return each such assignment to the Custodian. c. Review of Mortgage Files. i. On or prior to the Closing Date, the Custodian shall deliver to the Trustee an Initial Certification in the form annexed hereto as Exhibit One evidencing receipt of a Mortgage File for each Mortgage Loan listed on the Schedule attached hereto (the "Mortgage Loan Schedule"). The parties hereto acknowledge that certain documents referred to in Subsection 2.01(b)(i) of the Pooling Agreement may be missing on or prior to the Closing Date and such missing documents shall be listed as a Schedule to Exhibit One. ii. Within 45 days of the initial issuance of the Certificates, the Custodian agrees, for the benefit of Certificateholders, to review in accordance with the provisions of Section 2.02 of the Pooling Agreement each Mortgage File and to deliver to the Trustee an Interim Certification in the form annexed hereto as Exhibit Two to the effect that all documents required to be delivered pursuant to Section 2.01(b) of the Pooling Agreement have been executed and received and that such documents relate to the Mortgage Loans identified on the Mortgage Loan Schedule, except for any exceptions listed on Schedule A attached to such Interim Certification. For purposes of such review, the Custodian shall compare the following information in each Mortgage File to the corresponding information in the Mortgage Loan Schedule: (i) the loan number, (ii) the borrower name and (iii) the original principal balance. The Custodian shall be under no duty or obligation to inspect, review or examine said documents, instruments, certificates or other papers to determine that the same are genuine, enforceable, or appropriate for the represented purpose or that they have actually been recorded or that they are other than what they purport to be on their face, or that the MIN is accurate. If in performing the review required by this Section 2.3 the Custodian finds any document or documents constituting a part of a Mortgage File to be missing or defective in respect of the items reviewed as described in this Section 2.3(b), the Custodian shall promptly so notify the Company, the Master Servicer and the Trustee. Upon receipt of a Request for Release from the Master Servicer, signed by a Servicing Officer, that (i) the Master Servicer or a Subservicer, as the case may be, has made a deposit into the Certificate Account in payment for the purchase of the related Mortgage Loan in an amount equal to the Purchase Price for such Mortgage Loan or (ii) the E-2 Company has chosen to substitute a Qualified Substitute Mortgage Loan for such Mortgage Loan, the Custodian shall release to the Master Servicer the related Mortgage File. iii. Upon receipt of all documents required to be in the Mortgage Files the Custodian shall deliver to the Trustee a Final Certification in the form annexed hereto as Exhibit Three evidencing the completeness of the Mortgage Files. Upon receipt of written request from the Trustee, the Company or the Master Servicer, the Custodian shall as soon as practicable supply the Trustee with a list of all of the documents relating to the Mortgage Loans required to be delivered pursuant to Section 2.01(b) of the Pooling Agreement not then contained in the Mortgage Files. d. Notification of Breaches of Representations and Warranties. Upon discovery by the Custodian of a breach of any representation or warranty made by the Master Servicer or the Company as set forth in the Pooling Agreement or the Insurance Agreement or by a Seller in a Seller's Agreement or by Residential Funding or the Company in the Assignment Agreement with respect to a Mortgage Loan relating to a Mortgage File, the Custodian shall give prompt written notice to the Company, the Master Servicer and the Trustee. e. Custodian to Cooperate; Release of Mortgage Files. Upon the repurchase or substitution of any Mortgage Loan pursuant to Article II of the Pooling Agreement or payment in full of any Mortgage Loan, or the receipt by the Master Servicer of a notification that payment in full will be escrowed in a manner customary for such purposes, the Master Servicer shall immediately notify the Custodian by delivering to the Custodian a Request for Release (in the form of Exhibit Four attached hereto or a mutually acceptable electronic form) and shall request delivery to it of the Mortgage File. The Custodian agrees, upon receipt of such Request for Release, promptly to release to the Master Servicer the related Mortgage File. Upon written notification of a substitution, the Master Servicer shall deliver to the Custodian and the Custodian agrees to accept the Mortgage Note and other documents constituting the Mortgage File with respect to any Qualified Substitute Mortgage Loan, upon receiving written notification from the Master Servicer of such substitution. From time to time as is appropriate for the servicing or foreclosures of any Mortgage Loan, including, for this purpose, collection under any Primary Insurance Policy or any Mortgage Pool Insurance Policy, the Master Servicer shall deliver to the Custodian a Request for Release certifying as to the reason for such release. Upon receipt of the foregoing, the Custodian shall deliver the Mortgage File or such document to the Master Servicer. The Master Servicer shall cause each Mortgage File or any document therein so released to be returned to the Custodian when the need therefor by the Master Servicer no longer exists, unless (i) the Mortgage Loan has been liquidated and the Liquidation Proceeds relating to the Mortgage Loan have been deposited in the Custodial Account or (ii) the Mortgage File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Mortgaged Property either judicially or non-judicially, and the Master Servicer has delivered to the Custodian an updated Request for Release signed by a Servicing Officer certifying as to the name and address of the Person to which such Mortgage File or such document was delivered and the purpose or purposes of such delivery. Immediately upon E-3 receipt of any Mortgage File returned to the Custodian by the Master Servicer, the Custodian shall deliver a signed acknowledgment to the Master Servicer, confirming receipt of such Mortgage File. Upon the request of the Master Servicer, the Custodian will send to the Master Servicer copies of any documents contained in the Mortgage File. f. Assumption Agreements. In the event that any assumption agreement or substitution of liability agreement is entered into with respect to any Mortgage Loan subject to this Agreement in accordance with the terms and provisions of the Pooling Agreement, the Master Servicer shall notify the Custodian that such assumption or substitution agreement has been completed by forwarding to the Custodian the original of such assumption or substitution agreement, which shall be added to the related Mortgage File and, for all purposes, shall be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting parts thereof. 3. Concerning the Custodian a. Custodian a Bailee and Agent of the Trustee. With respect to each Mortgage Note, Mortgage and other documents constituting each Mortgage File which are delivered to the Custodian, the Custodian is exclusively the bailee and agent of the Trustee and has no instructions to hold any Mortgage Note or Mortgage for the benefit of any person other than the Trustee and the Certificateholders and undertakes to perform such duties and only such duties as are specifically set forth in this Agreement. Except upon compliance with the provisions of Section 2.5 of this Agreement, no Mortgage Note, Mortgage or other document constituting a part of a Mortgage File shall be delivered by the Custodian to the Company or the Master Servicer or otherwise released from the possession of the Custodian. The Master Servicer shall promptly notify the Custodian in writing if it shall no longer be a member of MERS, or if it otherwise shall no longer be capable of registering and recording Mortgage Loans using MERS. In addition, the Master Servicer shall (i) promptly notify the Custodian in writing when a MERS Mortgage Loan is no longer registered with and recorded under MERS and (ii) concurrently with any such deregistration of a MERS Mortgage Loan, prepare, execute and record an original assignment from MERS to the Trustee and deliver such assignment to the Custodian. b. Indemnification. The Company hereby agrees to indemnify and hold the Custodian harmless from and against all claims, liabilities, losses, actions, suits or proceedings at law or in equity, or any other expenses, fees or charges of any character or nature, which the Custodian may incur or with which the Custodian may be threatened by reason of its acting as custodian under this Agreement, including indemnification of the Custodian against any and all expenses, including attorney's fees if counsel for the Custodian has been approved by the Company, and the cost of defending any action, suit or proceedings or resisting any claim. Notwithstanding the foregoing, it is specifically understood and agreed that in the event any such claim, liability, loss, action, suit or proceeding or other expense, fee or charge shall have been caused by reason of any negligent act, negligent failure to act or willful misconduct on the part of the Custodian, or which E-4 shall constitute a willful breach of its duties hereunder, the indemnification provisions of this Agreement shall not apply. c. Custodian May Own Certificates. The Custodian in its individual or any other capacity may become the owner or pledgee of Certificates with the same rights it would have if it were not Custodian. d. Master Servicer to Pay Custodian's Fees and Expenses. The Master Servicer covenants and agrees to pay to the Custodian from time to time, and the Custodian shall be entitled to, reasonable compensation for all services rendered by it in the exercise and performance of any of the powers and duties hereunder of the Custodian, and the Master Servicer will pay or reimburse the Custodian upon its request for all reasonable expenses, disbursements and advances incurred or made by the Custodian in accordance with any of the provisions of this Agreement (including the reasonable compensation and the expenses and disbursements of its counsel and of all persons not regularly in its employ), except any such expense, disbursement or advance as may arise from its negligence or bad faith. e. Custodian May Resign; Trustee May Remove Custodian. The Custodian may resign from the obligations and duties hereby imposed upon it as such obligations and duties relate to its acting as Custodian of the Mortgage Loans. Upon receiving such notice of resignation, the Trustee shall either take custody of the Mortgage Files itself and give prompt notice thereof to the Company, the Master Servicer and the Custodian, or promptly appoint a successor Custodian by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Custodian and one copy to the successor Custodian. If the Trustee shall not have taken custody of the Mortgage Files and no successor Custodian shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Custodian may petition any court of competent jurisdiction for the appointment of a successor Custodian. The Trustee may remove the Custodian at any time. In such event, the Trustee shall appoint, or petition a court of competent jurisdiction to appoint, a successor Custodian hereunder. Any successor Custodian shall be a depository institution subject to supervision or examination by federal or state authority and shall be able to satisfy the other requirements contained in Section 3.7 and shall be unaffiliated with the Master Servicer or the Company. Any resignation or removal of the Custodian and appointment of a successor Custodian pursuant to any of the provisions of this Section 3.5 shall become effective upon acceptance of appointment by the successor Custodian. The Trustee shall give prompt notice to the Company and the Master Servicer of the appointment of any successor Custodian. No successor Custodian shall be appointed by the Trustee without the prior approval of the Company and the Master Servicer. f. Merger or Consolidation of Custodian. Any Person into which the Custodian may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Custodian shall be a party, or any Person succeeding to the business of the Custodian, shall be the successor of the Custodian hereunder, E-5 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. g. Representations of the Custodian. The Custodian hereby represents that it is a depository institution subject to supervision or examination by a federal or state authority, has a combined capital and surplus of at least $15,000,000 and is qualified to do business in the jurisdictions in which it will hold any Mortgage File. 4. Miscellaneous Provisions a. Notices. All notices, requests, consents and demands and other communications required under this Agreement or pursuant to any other instrument or document delivered hereunder shall be in writing and, unless otherwise specifically provided, may be delivered personally, by telegram or telex, or by registered or certified mail, postage prepaid, return receipt requested, at the addresses specified on the signature page hereof (unless changed by the particular party whose address is stated herein by similar notice in writing), in which case the notice will be deemed delivered when received. b. Amendments. No modification or amendment of or supplement to this Agreement shall be valid or effective unless the same is in writing and signed by all parties hereto, and neither the Company, the Master Servicer nor the Trustee shall enter into any amendment hereof except as permitted by the Pooling Agreement. The Trustee shall give prompt notice to the Custodian of any amendment or supplement to the Pooling Agreement and furnish the Custodian with written copies thereof. SECTION 4.3. GOVERNING LAW. THIS AGREEMENT SHALL BE DEEMED A CONTRACT MADE UNDER THE LAWS OF THE STATE OF NEW YORK AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK. d. Recordation of Agreement. To the extent permitted by applicable law, this Agreement is subject to recordation in all appropriate public offices for real property records in all the counties or other comparable jurisdictions in which any or all of the properties subject to the Mortgages are situated, and in any other appropriate public recording office or elsewhere, such recordation to be effected by the Master Servicer and at its expense on direction by the Trustee (pursuant to the request of holders of Certificates evidencing undivided interests in the aggregate of not less than 25% of the Trust Fund), but only upon direction accompanied by an Opinion of Counsel reasonably satisfactory to the Master Servicer to the effect that the failure to effect such recordation is likely to materially and adversely affect the interests of the Certificateholders. For the purpose of facilitating the recordation of this Agreement as herein provided and for other purposes, this Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and such counterparts shall constitute but one and the same instrument. E-6 e. Severability of Provisions. If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement or of the Certificates or the rights of the holders thereof. E-7 IN WITNESS WHEREOF, this Agreement is executed as of the date first above written. Address: THE CHASE MANHATTAN BANK, as Trustee 450 West 33rd Street, 14th Floor New York, New York 10001 By: Attention: Structured Finance, Name: Residential Asset Mortgage Title: Products, Inc., Series 2000-RZ2 Address: RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC. 8400 Normandale Lake Boulevard Suite 600 Minneapolis, Minnesota 55437 By: Name: Julie Steinhagen Title: Vice President Address: RESIDENTIAL FUNDING CORPORATION, as Master Servicer 8400 Normandale Lake Boulevard Suite 600 Minneapolis, Minnesota 55437 By: Name: Randy Van Zee Title: Director Address: WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION 1015 Tenth Avenue S.E. Minneapolis, Minnesota 55414 By: Name: Leigh Taylor Title:Assistant Vice President E-8 STATE OF NEW YORK ) ) ss.: COUNTY OF NEW YORK ) On the 22nd day of November, 2000, before me, a notary public in and for said State, personally appeared ___________________, known to me to be a _________________ of The Chase Manhattan Bank, a national banking association that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation and acknowledged to me that such corporation executed the within instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. Notary Public [SEAL] E-9 STATE OF MINNESOTA ) ) ss.: COUNTY OF HENNEPIN ) On the 22nd day of November, 2000, before me, a notary public in and for said State, personally appeared Julie Steinhagen, known to me to be a Vice President of Residential Asset Mortgage Products, Inc., one of the corporations that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. Notary Public [Notarial Seal] STATE OF MINNESOTA ) ) ss: COUNTY OF HENNEPIN ) On the 22nd day of November, 2000, before me, a notary public in and for said State, personally appeared, Randy Van Zee, known to me to be a Director of Residential Funding Corporation, one of the corporations that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. Notary Public [Notarial Seal] E-10 STATE OF MINNESOTA ) ) ss.: COUNTY OF HENNEPIN ) On the 22nd day of November, 2000, before me, a notary public in and for said State, personally appeared __________________ known to me to be a Trust Officer of Wells Fargo Bank Minnesota, National Association, a national banking association that executed the within instrument, and also known to me to be the person who executed it on behalf of said national banking association, and acknowledged to me that such national banking association executed the within instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. Notary Public [SEAL] E-11 EXHIBIT ONE FORM OF CUSTODIAN INITIAL CERTIFICATION November __, 2000 The Chase Manhattan Bank 450 West 33rd Street, 14th Floor New York, New York 10001 Attention: Structured Finance, Residential Asset Mortgage Products, Inc., Series 2000-RZ2 Re: Custodial Agreement, dated as of November 1, 2000, by and among The Chase Manhattan Bank, Residential Asset Mortgage Products, Inc., Residential Funding Corporation and Wells Fargo Bank Minnesota, National Association, relating to Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2 Ladies and Gentlemen: In accordance with Section 2.3 of the above-captioned Custodial Agreement, and subject to Section 2.02 of the Pooling Agreement, the undersigned, as Custodian, hereby certifies that it has received a Mortgage File (which contains an original Mortgage Note or an original Lost Note Affidavit with a copy of the related Mortgage Note) to the extent required in Section 2.01(b) of the Pooling Agreement with respect to each Mortgage Loan listed in the Mortgage Loan Schedule, with any exceptions listed on Schedule A attached hereto. Capitalized words and phrases used herein shall have the respective meanings assigned to them in the above-captioned Custodial Agreement. WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION By: Name: Title: E-1 EXHIBIT TWO FORM OF CUSTODIAN INTERIM CERTIFICATION ________________ ____, 200__ The Chase Manhattan Bank 450 West 33rd Street, 14th Floor New York, New York 10001 Attention: Structured Finance, Residential Asset Mortgage Products, Inc., Series 2000-RZ2 Re: Custodial Agreement, dated as of November 1, 2000, by and among The Chase Manhattan Bank, Residential Asset Mortgage Products, Inc., Residential Funding Corporation and Wells Fargo Bank Minnesota, National Association, relating to Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2 Ladies and Gentlemen: In accordance with Section 2.3 of the above-captioned Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received a Mortgage File to the extent required pursuant to Section 2.01(b) of the Pooling Agreement with respect to each Mortgage Loan listed in the Mortgage Loan Schedule, and it has reviewed the Mortgage File and the Mortgage Loan Schedule and has determined that: all required documents have been executed and received and that such documents relate to the Mortgage Loans identified on the Mortgage Loan Schedule, with any exceptions listed on Schedule A attached hereto. Capitalized words and phrases used herein shall have the respective meanings assigned to them in the above-captioned Custodial Agreement. WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION By: Name: Title: E-2 EXHIBIT THREE FORM OF CUSTODIAN FINAL CERTIFICATION _____________ ___, 200__ The Chase Manhattan Bank 450 West 33rd Street, 14th Floor New York, New York 10001 Attention: Structured Finance, Residential Asset Mortgage Products, Inc., Series 2000-RZ2 Re: Custodial Agreement, dated as of November 1, 2000, by and among The Chase Manhattan Bank, Residential Asset Mortgage Products, Inc., Residential Funding Corporation and Wells Fargo Bank Minnesota, National Association, relating to Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2 Ladies and Gentlemen: In accordance with Section 2.3 of the above-captioned Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received a Mortgage File with respect to each Mortgage Loan listed in the Mortgage Loan Schedule and it has reviewed the Mortgage File and the Mortgage Loan Schedule and has determined that: all required documents referred to in Section 2.01(b) of the Pooling Agreement have been executed and received and that such documents related to the Mortgage Loans identified on the Mortgage Loan Schedule. Capitalized words and phrases used herein shall have the respective meanings assigned to them in the above-captioned Custodial Agreement. WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION By: Name: Title: E-3 EXHIBIT FOUR FORM OF REQUEST FOR RELEASE DATE: TO: RE: REQUEST FOR RELEASE OF DOCUMENTS In connection with the administration of the pool of Mortgage Loans held by you for the referenced pool, we request the release of the Mortgage Loan File described below. Series Supplement, to the Standard Terms of Pooling and Servicing Agreement, Dated: Series#: Account#: Pool#: Loan#: MIN#: Borrower Name(s): Reason for Document Request: (circle one) Mortgage Loan Prepaid in Full Mortgage Loan Repurchased "We hereby certify that all amounts received or to be received in connection with such payments which are required to be deposited have been or will be so deposited as provided in the Pooling and Servicing Agreement." Residential Funding Corporation Authorized Signature **************************************************************** TO CUSTODIAN/TRUSTEE: Please acknowledge this request, and check off documents being enclosed with a copy of this form. You should retain this form for your files in accordance with the terms of the Pooling and Servicing Agreement. Enclosed Documents: [ ] Promissory Note [ ] Primary Insurance Policy [ ] Mortgage or Deed of Trust [ ] Assignment(s) of Mortgage or Deed of Trust [ ] Title Insurance Policy [ ] Other: Name Title Date E-4 EXHIBIT F MORTGAGE LOAN SCHEDULE 1 RUN ON : 11/15/00 RFC DISCLOSURE SYSTEM RFFSDFIX-01 AT : 11.02.27 FIXED PASSTHRU REPORT AMORTIZED BALANCE SERIES : 2000-RZ2 FIXED CUTOFF : 11/01/00 POOL : 0004467 : : POOL STATUS: F RFC LOAN NUMBER SUB SERV FEE PRINCIPAL BALANCE MSTR SERV FEE CURR NOTE RATE ALL EXP RFC NET RATE MISC EXP NET MTG RATE(INVSTR RATE) SPREAD POST STRIP RATE STRIP --------------------------------------------------------------------------- 1989406 .2500 279,536.81 .0500 10.3750 .0000 10.1250 .0000 10.0750 .0000 10.0750 .0000 1990417 .2500 156,480.13 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 1990916 .2500 139,791.11 .0500 11.9000 .0000 11.6500 .0000 11.6000 .0000 11.6000 .0000 1990938 .2500 67,001.33 .0500 10.7500 .0000 10.5000 .0000 10.4500 .0000 10.4500 .0000 1990942 .2500 103,016.45 .0500 10.7500 .0000 10.5000 .0000 10.4500 .0000 10.4500 .0000 1990965 .2500 38,378.80 .0500 10.3800 .0000 10.1300 .0000 10.0800 .0000 10.0800 .0000 1 1990968 .2500 80,832.29 .0500 10.3900 .0000 10.1400 .0000 10.0900 .0000 10.0900 .0000 1990971 .2500 91,838.29 .0500 11.1500 .0000 10.9000 .0000 10.8500 .0000 10.8500 .0000 1991074 .2500 57,944.66 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 1992072 .2500 157,704.94 .0500 10.3750 .0000 10.1250 .0000 10.0750 .0000 10.0750 .0000 1992366 .2500 74,880.89 .0500 10.3750 .0000 10.1250 .0000 10.0750 .0000 10.0750 .0000 1992409 .2500 88,190.89 .0500 10.9500 .0000 10.7000 .0000 10.6500 .0000 10.6500 .0000 1992425 .2500 128,148.15 .0500 10.7500 .0000 10.5000 .0000 10.4500 .0000 10.4500 .0000 1992431 .2500 224,118.56 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 1 1992613 .2500 81,838.51 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 1993339 .2500 66,255.84 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 1993521 .2500 107,870.11 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 1993531 .2500 92,596.54 .0500 10.3750 .0000 10.1250 .0000 10.0750 .0000 10.0750 .0000 1993532 .2500 145,764.85 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 1993552 .2500 216,184.28 .0500 11.7500 .0000 11.5000 .0000 11.4500 .0000 11.4500 .0000 1993678 .2500 198,747.48 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 1994122 .2500 107,673.79 .0500 10.6250 .0000 10.3750 .0000 10.3250 .0000 10.3250 .0000 1 1994380 .2500 182,454.89 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 1994387 .2500 133,518.56 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 1994389 .2500 117,858.07 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 1994670 .2500 170,367.51 .0500 10.6250 .0000 10.3750 .0000 10.3250 .0000 10.3250 .0000 1995272 .2500 229,744.88 .0500 10.8750 .0000 10.6250 .0000 10.5750 .0000 10.5750 .0000 1995288 .2500 132,100.00 .0500 10.7500 .0000 10.5000 .0000 10.4500 .0000 10.4500 .0000 1995382 .2500 137,766.92 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 1995522 .2500 143,868.06 .0500 11.7500 .0000 11.5000 .0000 11.4500 .0000 11.4500 .0000 1 1995523 .2500 155,102.93 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 1995526 .2500 259,587.43 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 1995946 .2500 161,314.00 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 1996008 .2500 122,344.58 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 1996011 .2500 118,324.78 .0500 11.1250 .0000 10.8750 .0000 10.8250 .0000 10.8250 .0000 1996013 .2500 164,773.24 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 1996104 .2500 272,630.36 .0500 9.5000 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 1996121 .2500 116,859.27 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 1 1996213 .2500 68,944.90 .0500 10.5000 .0000 10.2500 .0000 10.2000 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9.5750 .0000 3859277 .5000 262,150.00 .0500 9.6250 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3859280 .2500 99,304.87 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3859281 .5000 359,844.94 .0500 10.1250 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3859292 .5000 159,000.00 .0500 9.6250 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3860156 .2500 355,246.92 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3860257 .2500 119,948.31 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 1 3861748 .2500 178,628.99 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 3862007 .2500 93,271.37 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 3862052 .2500 145,156.50 .0500 9.5000 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3862060 .2500 134,783.31 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3862067 .2500 192,536.74 .0500 11.3750 .0000 11.1250 .0000 11.0750 .0000 11.0750 .0000 3862075 .2500 144,382.61 .0500 9.7500 .0000 9.5000 .0000 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9.6250 .0000 9.5750 .0000 9.5750 .0000 3863004 .5000 58,823.27 .0500 9.8750 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 3863009 .2500 67,900.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3863052 .2500 169,364.71 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 3863922 .2500 139,700.00 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3864697 .2500 118,895.95 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3865157 .2500 171,126.25 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 1 3865242 .2500 96,809.39 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 3865540 .2500 226,400.00 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 3866472 .2500 66,971.13 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3867882 .2500 117,342.84 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3867906 .2500 127,392.61 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 3869069 .2500 174,618.49 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3870025 .2500 56,872.01 .0500 9.5000 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3870102 .2500 59,270.83 .0500 9.5000 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 1 3870182 .2500 154,933.23 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3870242 .2500 49,378.72 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3870697 .2500 115,050.43 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3870778 .2500 118,300.00 .0500 10.3750 .0000 10.1250 .0000 10.0750 .0000 10.0750 .0000 3871130 .2500 103,403.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3872861 .2500 118,900.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3872886 .5000 214,990.00 .0500 9.6250 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3872893 .2500 278,550.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 1 3872895 .5000 163,000.00 .0500 9.7500 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3872898 .5000 267,800.00 .0500 9.2500 .0000 8.7500 .0000 8.7000 .0000 8.7000 .0000 3873288 .2500 89,576.22 .0500 13.8750 .0000 13.6250 .0000 13.5750 .0000 13.5750 .0000 3873370 .2500 60,824.48 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 3873465 .2500 178,486.99 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3874574 .2500 153,580.19 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3874618 .2500 129,946.93 .0500 10.3750 .0000 10.1250 .0000 10.0750 .0000 10.0750 .0000 3875545 .2500 194,161.75 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 1 3875828 .2500 141,117.81 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3876594 .2500 128,441.62 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3876598 .5000 143,000.00 .0500 9.7500 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3876607 .5000 62,050.00 .0500 9.3750 .0000 8.8750 .0000 8.8250 .0000 8.8250 .0000 3876609 .2500 185,000.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3876900 .2500 93,795.03 .0500 9.6250 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 3881067 .5000 90,400.00 .0500 10.0000 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3881083 .2500 74,900.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 1 3881560 .2500 124,958.94 .0500 11.3750 .0000 11.1250 .0000 11.0750 .0000 11.0750 .0000 3882013 .2500 55,076.27 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3882637 .2500 98,900.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3883372 .2500 174,900.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3884218 .2500 193,816.48 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3884335 .2500 88,461.88 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3884603 .2500 218,960.42 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3885180 .5000 266,400.00 .0500 10.0000 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 1 3885189 .2500 140,550.00 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 3885192 .5000 170,800.00 .0500 9.7500 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3885193 .5000 96,300.00 .0500 10.1250 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3885217 .2500 300,000.00 .0500 10.5000 .0000 10.2500 .0000 10.2000 .0000 10.2000 .0000 3885220 .2500 155,150.00 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3885223 .2500 132,100.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3887366 .2500 148,926.71 .0500 9.5000 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3887541 .2500 188,773.65 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 1 3887736 .2500 173,925.06 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3887802 .2500 103,166.10 .0500 11.3750 .0000 11.1250 .0000 11.0750 .0000 11.0750 .0000 3888506 .2500 122,845.63 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3889097 .2500 289,649.21 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3889402 .2500 179,848.40 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 3890835 .2500 57,000.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3890838 .2500 176,690.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3890849 .5000 110,000.00 .0500 9.6250 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 1 3890858 .5000 181,900.00 .0500 10.1250 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3890861 .5000 88,000.00 .0500 9.8750 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 3890862 .2500 191,000.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3894213 .2500 123,550.00 .0500 9.1250 .0000 8.8750 .0000 8.8250 .0000 8.8250 .0000 3895745 .2500 354,200.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3895762 .5000 138,900.00 .0500 10.1250 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3895783 .2500 56,000.00 .0500 11.0000 .0000 10.7500 .0000 10.7000 .0000 10.7000 .0000 3897355 .2500 47,950.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 1 3900377 .2500 265,000.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3900468 .2500 144,387.78 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3900717 .2500 293,420.14 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3900994 .2500 157,485.68 .0500 10.3750 .0000 10.1250 .0000 10.0750 .0000 10.0750 .0000 3902180 .2500 117,899.19 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3902290 .2500 165,872.52 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3902403 .2500 132,439.80 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3902623 .2500 160,676.97 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 1 3903313 .2500 125,345.98 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3903517 .2500 108,953.05 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3903619 .2500 67,500.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3904765 .2500 153,200.00 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3904767 .2500 270,033.64 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3904769 .2500 21,850.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3904770 .5000 188,500.00 .0500 9.7500 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3904777 .5000 149,800.00 .0500 10.2500 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 1 3904786 .2500 222,000.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3904787 .5000 121,653.00 .0500 9.6250 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3904788 .5000 211,350.00 .0500 9.8750 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 3904797 .2500 201,300.00 .0500 11.1250 .0000 10.8750 .0000 10.8250 .0000 10.8250 .0000 3907878 .2500 66,127.00 .0500 9.6250 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 3907958 .2500 350,000.00 .0500 9.3750 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3907978 .2500 68,000.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3907984 .2500 86,600.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 1 3907993 .2500 150,850.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3908001 .5000 133,300.00 .0500 12.2500 .0000 11.7500 .0000 11.7000 .0000 11.7000 .0000 3909221 .2500 259,900.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3909949 .2500 146,000.00 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3909957 .2500 114,900.00 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3909966 .5000 294,250.00 .0500 9.5000 .0000 9.0000 .0000 8.9500 .0000 8.9500 .0000 3909985 .5000 154,900.00 .0500 9.7500 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3909987 .2500 118,750.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 1 3909992 .2500 176,500.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3912030 .2500 153,830.08 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3914176 .2500 229,895.50 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3915069 .2500 50,800.00 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3915072 .2500 45,050.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3915089 .5000 49,100.00 .0500 10.0000 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3915093 .2500 84,000.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3915096 .2500 109,300.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 1 3915110 .2500 293,850.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3915390 .2500 66,340.00 .0500 10.4900 .0000 10.2400 .0000 10.1900 .0000 10.1900 .0000 3918182 .2500 172,525.00 .0500 9.5000 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3919870 .2500 115,297.58 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3920366 .2500 154,500.00 .0500 10.2500 .0000 10.0000 .0000 9.9500 .0000 9.9500 .0000 3921367 .5000 144,500.00 .0500 10.0000 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3921370 .5000 250,800.00 .0500 9.7500 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3921373 .2500 71,250.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 1 3921378 .2500 49,400.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3921389 .5000 232,500.00 .0500 9.7500 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3921397 .5000 56,900.00 .0500 10.0000 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3922946 .2500 97,800.00 .0500 11.0000 .0000 10.7500 .0000 10.7000 .0000 10.7000 .0000 3923206 .2500 143,700.00 .0500 9.2500 .0000 9.0000 .0000 8.9500 .0000 8.9500 .0000 3923286 .2500 108,200.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3925865 .5000 97,033.00 .0500 9.7500 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3925870 .2500 300,000.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 1 3925875 .5000 187,250.00 .0500 10.1250 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3925894 .2500 113,000.00 .0500 11.1250 .0000 10.8750 .0000 10.8250 .0000 10.8250 .0000 3925897 .5000 75,400.00 .0500 9.8750 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 3925899 .5000 232,900.00 .0500 9.6250 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3925912 .5000 80,500.00 .0500 9.6250 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3925915 .2500 97,850.00 .0500 12.5000 .0000 12.2500 .0000 12.2000 .0000 12.2000 .0000 3925918 .2500 95,650.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3925922 .5000 85,450.00 .0500 13.0000 .0000 12.5000 .0000 12.4500 .0000 12.4500 .0000 1 3928782 .2500 90,843.00 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3928975 .2500 126,900.00 .0500 9.2500 .0000 9.0000 .0000 8.9500 .0000 8.9500 .0000 3929728 .2500 213,800.00 .0500 9.3750 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3930480 .2500 332,100.00 .0500 9.6250 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 3930486 .5000 100,000.00 .0500 10.0000 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3930497 .5000 400,000.00 .0500 10.2500 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3930498 .5000 58,300.00 .0500 10.0000 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3930506 .5000 255,000.00 .0500 10.1250 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 1 3930515 .2500 98,800.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3930523 .2500 218,000.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3931437 .2500 97,199.59 .0500 9.2500 .0000 9.0000 .0000 8.9500 .0000 8.9500 .0000 3931622 .2500 189,968.65 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3931770 .2500 59,850.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3932731 .2500 177,500.00 .0500 9.9900 .0000 9.7400 .0000 9.6900 .0000 9.6900 .0000 3933298 .2500 188,400.00 .0500 9.5000 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3933302 .2500 66,000.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 1 3934926 .2500 199,900.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3934932 .5000 151,200.00 .0500 9.6250 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3934958 .2500 195,000.00 .0500 12.8750 .0000 12.6250 .0000 12.5750 .0000 12.5750 .0000 3934971 .2500 207,300.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3934975 .2500 110,700.00 .0500 9.6250 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 3934977 .2500 122,000.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3934978 .5000 137,000.00 .0500 9.7500 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3934983 .2500 261,700.00 .0500 10.7500 .0000 10.5000 .0000 10.4500 .0000 10.4500 .0000 1 3934986 .2500 222,500.00 .0500 10.0000 .0000 9.7500 .0000 9.7000 .0000 9.7000 .0000 3934996 .2500 252,000.00 .0500 9.5000 .0000 9.2500 .0000 9.2000 .0000 9.2000 .0000 3935114 .2500 122,000.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3936818 .2500 123,400.00 .0500 9.0000 .0000 8.7500 .0000 8.7000 .0000 8.7000 .0000 3937082 .2500 181,250.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3939752 .2500 184,000.00 .0500 9.8750 .0000 9.6250 .0000 9.5750 .0000 9.5750 .0000 3939754 .2500 229,100.00 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3939761 .5000 67,000.00 .0500 9.5000 .0000 9.0000 .0000 8.9500 .0000 8.9500 .0000 1 3939813 .2500 242,400.00 .0500 9.3750 .0000 9.1250 .0000 9.0750 .0000 9.0750 .0000 3939822 .5000 251,350.00 .0500 9.8750 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 3940301 .2500 59,974.16 .0500 10.1250 .0000 9.8750 .0000 9.8250 .0000 9.8250 .0000 3946902 .2500 101,000.00 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3948287 .2500 161,471.84 .0500 9.7500 .0000 9.5000 .0000 9.4500 .0000 9.4500 .0000 3949546 .2500 155,150.00 .0500 9.6250 .0000 9.3750 .0000 9.3250 .0000 9.3250 .0000 TOTAL NUMBER OF LOANS: 1188 TOTAL BALANCE........: 175,000,109.69 1 RUN ON : 11/15/00 RFC DISCLOSURE SYSTEM RFFSDFIX-01 AT : 11.02.27 INITIAL SECURITY FEES AMORTIZED BALANCE SERIES : 2000-RZ2 FIXED FIXED SUMMARY REPORT CUTOFF : 11/01/00 POOL : 0004467 : : POOL STATUS: F WEIGHTED AVERAGES FROM TO --------------------------------------------------------------------------- CURR NOTE RATE 10.2848 8.8750 14.5000 RFC NET RATE 9.9741 8.6250 14.2500 NET MTG RATE(INVSTR RATE) 9.9241 8.5750 14.2000 POST STRIP RATE 9.9241 8.5750 14.2000 SUB SERV FEE .3107 .2500 .5000 MSTR SERV FEE .0500 .0500 .0500 ALL EXP .0000 .0000 .0000 MISC EXP .0000 .0000 .0000 SPREAD .0000 .0000 .0000 STRIP .0000 .0000 .0000 TOTAL NUMBER OF LOANS: 1188 TOTAL BALANCE........: 175,000,109.69 *************************** * END OF REPORT * *************************** 1 RUN ON : 11/15/00 RFC DISCLOSURE SYSTEM RFFSD177-01 AT : 11.02.27 FIXED RATE LOAN LISTING AMORTIZED BALANCE SERIES : 2000-RZ2 FIXED CUTOFF : 11/01/00 POOL : 0004467 : : POOL STATUS: F RFC LOAN # S/S CODE PMT TYPE ORIGINAL BAL LOAN FEATURE ORIG TERM PRINCIPAL BAL # OF UNITS ADDRESS ORIG RATE ORIGINAL P+I LTV ADDRESS LINE 2 CURR NET CURRENT P+I VALUE CITY STATE ZIP LOAN PURP NOTE DATE MI CO CODE SERVICER LOAN # PROP TYPE 1ST PMT DATE MI CVG SELLER LOAN # OCCP CODE MATURITY DATE INVESTOR LOAN # ______________________________________________________________________________ 1989406 U59/G01 F 280,000.00 ZZ 360 279,536.81 1 2209 HIDDEN WOODS BOULEVARD 10.375 2,535.14 100 10.125 2,535.14 280,000.00 BEAVER CREEK OH 45431 2 06/26/00 23 0432160299 05 08/01/00 0 00 O 07/01/30 0 1990417 526/G01 F 157,000.00 ZZ 360 156,480.13 1 37900 LAW ROAD 9.875 1,363.31 100 9.625 1,363.31 157,000.00 GRAFTON OH 44044 1 06/21/00 23 0432120459 05 08/01/00 0 0411225 O 07/01/30 0 1990916 877/G01 F 140,000.00 ZZ 360 139,791.11 1 6526 RIDGEBORNE DRIVE 11.900 1,429.29 103 11.650 1,429.29 136,000.00 ROSEDALE MD 21237 2 06/01/00 23 0432175230 05 07/06/00 0 1686146 O 06/06/30 0 1990938 877/G01 F 67,130.00 ZZ 360 67,001.33 1 202 ROSALIA STREET 10.750 626.65 104 10.500 626.65 65,000.00 OSHKOSH WI 54901 1 06/23/00 23 0432175149 05 07/23/00 0 1 1686284 O 06/23/30 0 1990942 877/G01 F 103,255.00 ZZ 360 103,016.45 1 1789 SOUTH WEST 84TH TERRACE 10.750 963.87 107 10.500 963.87 96,500.00 MIRAMAR FL 33025 1 05/26/00 23 0432175214 05 06/26/00 0 1685804 O 05/26/30 0 1990965 877/G01 F 38,475.00 ZZ 360 38,378.80 2 1301-1303 NORTH RURAL STREET 10.380 348.50 95 10.130 348.50 40,500.00 INDIANAPOLIS IN 46201 1 05/22/00 23 0432131118 05 06/22/00 0 1685260 N 05/22/30 0 1990968 877/G01 F 81,000.00 ZZ 360 80,832.29 1 11222 BAYOU PLACE LANE 10.390 734.29 100 10.140 734.29 81,000.00 HOUSTON TX 77099 1 06/14/00 23 0432175263 03 07/14/00 0 1686020 O 06/14/30 0 1990971 877/G01 F 92,000.00 ZZ 360 91,838.29 1 200 DARTMOUTH STREET 11.150 886.58 107 10.900 886.58 86,000.00 COHOES NY 12047 1 06/12/00 23 0432131647 05 07/12/00 0 1684911 O 06/12/30 0 1991074 526/G01 F 58,045.00 ZZ 360 57,944.66 1 844 8TH ST 10.500 530.96 95 10.250 530.96 61,100.00 BELOIT WI 53511 1 06/23/00 23 0432133262 05 08/01/00 0 0410798 N 07/01/30 0 1 1992072 U59/G01 F 157,900.00 ZZ 360 157,704.94 1 5125 FIRELIGHT COURT 10.375 1,429.64 102 10.125 1,429.64 155,000.00 ST LOUIS MO 63129 1 07/31/00 00 0432215614 05 09/01/00 0 800525136 O 08/01/30 0 1992366 K15/G01 F 75,005.00 ZZ 360 74,880.89 1 7746 SHADOWLAND DRIVE 10.375 679.11 107 10.125 679.11 70,099.00 MEMPHIS TN 38125 1 06/30/00 23 0432168888 07 08/01/00 0 3051850 O 07/01/30 0 1992409 877/G01 F 88,320.00 ZZ 360 88,190.89 1 9326 MANORFORD DRIVE 10.950 837.76 100 10.700 837.76 88,320.00 PARMA HEIGHTS OH 44130 1 07/07/00 23 0432175115 05 08/07/00 0 1686739 O 07/07/30 0 1992425 877/G01 F 128,400.00 ZZ 360 128,148.15 1 2526 TOWNSHIP ROAD 378 10.750 1,198.59 107 10.500 1,198.59 120,000.00 STEUBENVILLE OH 43952 1 06/26/00 23 0432175180 05 07/26/00 0 1686846 O 06/26/30 0 1992431 526/G01 F 224,500.00 ZZ 360 224,118.56 1 2620 GENTRY WALK COURT 10.250 2,011.75 95 10.000 2,011.75 236,346.00 CUMMING GA 30041 1 06/29/00 23 0432167484 03 08/01/00 0 0412462 O 07/01/30 0 1992613 526/G01 F 82,000.00 ZZ 360 81,838.51 1 3409 GUION ROAD 9.875 712.05 100 9.625 712.05 82,000.00 1 INDIANAPOLIS IN 46222 1 06/29/00 23 0432167526 05 08/01/00 0 0411906 O 07/01/30 0 1993339 526/G01 F 66,340.00 ZZ 360 66,255.84 1 709 S ELGIN AVE 10.250 594.47 107 10.000 594.47 62,000.00 PORTALES NM 88130 1 07/14/00 23 0432167781 05 09/01/00 0 0412894 O 08/01/30 0 1993521 U59/G01 F 108,000.00 ZZ 360 107,870.11 1 5998 BROOKSIDE LANE 10.500 987.92 100 10.250 987.92 108,000.00 MABLETON GA 30126 1 08/03/00 23 0432217222 05 09/03/00 0 800566195 O 08/03/30 0 1993531 526/G01 F 92,750.00 ZZ 360 92,596.54 1 1639 16TH AVE SW 10.375 839.77 106 10.125 839.77 87,500.00 ALBANY OR 97321 1 06/22/00 23 0432169274 05 08/01/00 0 0410270 O 07/01/30 0 1993532 526/G01 F 146,000.00 ZZ 360 145,764.85 1 4328 EAST CAMPO BELLO DR 10.500 1,335.52 106 10.250 1,335.52 139,000.00 PHOENIX AZ 85032 1 06/27/00 23 0432169142 03 08/01/00 0 0411442 O 07/01/30 0 1993552 526/G01 F 216,450.00 ZZ 360 216,184.28 1 20644 NORTH 61ST AVE 11.750 2,184.87 101 11.500 2,184.87 215,000.00 GLENDALE AZ 85308 5 06/29/00 23 0432169209 03 08/01/00 0 0411812 O 07/01/30 0 1 1993678 U59/G01 F 199,000.00 ZZ 360 198,747.48 1 148 IRVING ROAD 10.250 1,783.25 100 10.000 1,783.25 200,000.00 YORK PA 17403 1 08/03/00 23 0432296333 05 09/03/00 0 800557505 O 08/03/30 0 1994122 K15/G01 F 107,800.00 ZZ 360 107,673.79 1 479 BON AIR AVENUE 10.625 996.18 103 10.375 996.18 105,000.00 ELYRIA OH 44035 5 07/26/00 23 0432181626 05 09/01/00 0 028705301599 O 08/01/30 0 1994380 286/G01 F 182,850.00 ZZ 360 182,454.89 1 4714 IVY GREEN CT 10.000 1,604.64 104 9.750 1,604.64 177,000.00 ROANOKE VA 24014 1 07/20/00 23 0432181154 03 09/01/00 0 0000113827 O 08/01/30 0 1994387 286/G01 F 133,900.00 ZZ 360 133,518.56 1 203 BACK NINE DR 10.500 1,224.84 103 10.250 1,224.84 130,000.00 BANEBERRY TN 37890 1 07/28/00 23 0432181139 05 09/01/00 0 000066596 O 08/01/30 0 1994389 286/G01 F 118,000.00 ZZ 360 117,858.07 1 7826 BROOKVIEW CT 10.500 1,079.40 103 10.250 1,079.40 115,000.00 MANASSAS VA 20109 1 07/25/00 23 0432181188 09 09/01/00 0 000117501 O 08/01/30 0 1994670 K15/G01 F 170,500.00 ZZ 360 170,367.51 1 1 727 BREWER ST 10.625 1,575.59 107 10.375 1,575.59 160,000.00 EAST HARTFORD CT 06108 5 08/02/00 23 0432181618 05 10/01/00 0 037905301461 O 09/01/30 0 1995272 948/G01 F 230,000.00 ZZ 360 229,744.88 1 21265 GARDEN AVENUE 10.875 2,168.65 105 10.625 2,168.65 219,950.00 HAYWARD CA 94541 1 07/26/00 23 0432280725 05 09/01/00 0 51981 O 08/01/30 0 1995288 948/G01 F 132,200.00 ZZ 360 132,100.00 1 6840 STONECREEK AVENUE NE 10.750 1,234.07 105 10.500 1,234.07 126,500.00 NORTH CANTON OH 44721 1 08/03/00 23 0432255362 05 10/01/00 0 52541 O 09/01/30 0 1995382 183/G01 F 138,000.00 ZZ 360 137,766.92 1 21902 56TH AVENUE WEST 10.250 1,236.62 100 10.000 1,236.62 138,000.00 MOUNTLAKE TERRA WA 98043 5 08/02/00 23 0432208064 01 09/07/00 0 800534062 O 08/07/30 0 1995522 526/G01 F 144,000.00 ZZ 360 143,868.06 1 1547 WILLOUGHBY DRIVE 11.750 1,453.55 103 11.500 1,453.55 140,000.00 WOOSTER OH 44691 1 07/21/00 23 0432210086 05 09/01/00 0 0414090 O 08/01/30 0 1995523 526/G01 F 155,300.00 ZZ 360 155,102.93 1 400 NW 25TH PL 10.250 1,391.65 104 10.000 1,391.65 149,689.00 BATTLE GROUND WA 98604 1 07/19/00 23 0432250488 05 09/01/00 0 1 0415179 O 08/01/30 0 1995526 526/G01 F 259,900.00 ZZ 360 259,587.43 1 13555 WEST 62ND LANE 10.500 2,377.41 103 10.250 2,377.41 253,174.00 ARVADA CO 80004 1 07/18/00 23 0432198893 09 09/01/00 0 0414147 O 08/01/30 0 1995946 286/G01 F 161,450.00 T 360 161,314.00 1 627 SOUTH PARK 10.250 1,446.76 103 10.000 1,446.76 156,750.00 HIGHLAND MI 48357 1 08/04/00 23 0432209856 05 10/01/00 0 0000118585 O 09/01/30 0 1996008 K15/G01 F 122,500.00 ZZ 360 122,344.58 1 102 EL DORADO 10.250 1,097.72 100 10.000 1,097.72 122,500.00 LAFAYETTE LA 70503 1 07/31/00 23 0432224434 05 09/01/00 0 3059861 O 08/01/30 0 1996011 K15/G01 F 118,450.00 ZZ 360 118,324.78 1 22 WOODSTONE PLACE 11.125 1,139.23 103 10.875 1,139.23 115,000.00 ANGIER NC 27501 5 07/22/00 23 0432224426 05 09/01/00 0 3055528 O 08/01/30 0 1996013 K15/G01 F 165,000.00 ZZ 360 164,773.24 2 223 & 225 JONES FRANKLIN ROAD 9.875 1,432.78 100 9.625 1,432.78 165,000.00 RALEIGH NC 27606 1 07/31/00 23 0432224442 05 09/01/00 0 3058596 O 08/01/30 0 1 1996104 286/G01 F 273,000.00 ZZ 360 272,630.36 1 8124 FRUITWOOD COURT 9.500 2,295.54 105 9.250 2,295.54 260,000.00 MANASSAS VA 20110 1 08/04/00 23 0432211068 03 10/01/00 0 0000125425 O 09/01/30 0 1996121 286/G01 F 117,000.00 ZZ 360 116,859.27 1 19654 FRAMINGHAM DR 10.500 1,070.25 100 10.250 1,070.25 117,000.00 GAITHERSBURG MD 20879 1 07/31/00 23 0432211043 09 09/01/00 0 0000066530 O 08/01/30 0 1996213 948/G01 F 69,000.00 ZZ 360 68,944.90 1 608 SOUTH GRANT STREET 10.500 631.18 100 10.250 631.18 69,000.00 MINERVA OH 44657 1 08/03/00 23 0432255347 05 10/01/00 0 52209 O 09/01/30 0 1996236 642/G01 F 103,000.00 ZZ 360 102,910.89 1 14951 CHERRYWOOD DRIVE 10.125 913.43 100 9.875 913.43 103,000.00 LAUREL MD 20707 1 08/21/00 23 0432252609 01 10/01/00 0 08156300 O 09/01/30 0 1996602 526/G01 F 190,700.00 ZZ 360 190,453.50 1 27140 AUTUMN GLEN 10.250 1,708.87 104 10.000 1,708.87 185,000.00 BOERNE TX 78006 1 07/21/00 23 0432222289 05 09/01/00 0 0413835 O 08/01/30 0 1996604 526/G01 F 190,000.00 ZZ 360 189,710.02 1 405 ROCK RIDGE ROAD 10.750 1,773.61 105 10.500 1,773.61 182,000.00 1 UPPER BLACK EDD PA 18972 1 06/28/00 23 0432253516 05 08/01/00 0 0412797 O 07/01/30 0 1996605 K15/G01 F 53,400.00 ZZ 180 53,135.28 1 6248 CHERRYL DR 9.750 565.70 99 9.500 565.70 54,000.00 BATON ROUGE LA 70814 5 08/09/00 23 0432244309 05 10/01/00 0 100055102000016 O 09/01/15 0 1996609 286/G01 F 222,480.00 ZZ 360 222,212.45 1 3719 WENTWORTH LANE 10.500 2,035.11 103 10.250 2,035.11 216,000.00 LILBURN GA 30047 1 07/20/00 23 0432224418 05 09/01/00 0 091500 O 08/01/30 0 1996610 K15/G01 F 167,950.00 ZZ 360 167,700.21 1 17557 MATINAL ROAD #13 9.500 1,412.21 104 9.250 1,412.21 161,500.00 SAN DIEGO CA 92127 1 07/21/00 23 0432307825 01 09/01/00 0 3054096 O 08/01/30 0 1996819 526/G01 F 195,700.00 ZZ 360 195,482.92 1 25833 S CLOVERLAND DR 10.875 1,845.24 103 10.625 1,845.24 190,000.00 SUN LAKES AZ 85248 1 07/21/00 23 0432216976 03 09/01/00 0 0414965 O 08/01/30 0 1996821 526/G01 F 137,000.00 T 360 136,820.95 1 518 CATALINA DR 10.750 1,278.87 100 10.500 1,278.87 137,000.00 COLORADO SPRING CO 80906 1 07/15/00 23 0432229375 05 09/01/00 0 0411590 O 08/01/30 0 1 1996889 286/G01 F 142,037.00 ZZ 360 141,841.81 1 836 BLACKTHORNE DR 9.875 1,233.38 103 9.625 1,233.38 137,900.00 CHESAPEAKE VA 23322 1 07/28/00 23 0432224400 05 09/01/00 0 0009635382 O 08/01/30 0 1997064 526/G01 F 138,900.00 ZZ 360 138,732.93 1 754 S SORRELL LN 10.500 1,270.58 100 10.250 1,270.58 138,900.00 GILBERT AZ 85296 1 07/26/00 23 0432229177 03 09/01/00 0 0414588 O 08/01/30 0 1997249 Q01/G01 F 142,000.00 ZZ 360 141,880.41 1 4585 FRASER WAY 10.250 1,272.46 100 10.000 1,272.46 142,000.00 DENVER CO 80239 1 08/14/00 23 0432232833 05 10/01/00 0 28351016 O 09/01/30 0 1997318 K15/G01 F 71,650.00 ZZ 360 71,551.54 1 189 NORTH LAKE DRIVE 9.875 622.17 107 9.625 622.17 67,000.00 LAKE HARMONY PA 18624 1 07/14/00 23 0432239457 05 09/01/00 0 3053222 O 08/01/30 0 1997337 U59/G01 F 59,755.00 ZZ 360 59,658.74 1 3869 PIN HOOK ROAD 10.500 546.61 95 10.250 546.61 63,000.00 ANTIOCH TN 37013 1 07/24/00 23 0432288546 05 08/24/00 0 800542065 N 07/24/30 0 1997340 U59/G01 F 167,850.00 ZZ 360 167,631.24 1 1 530 W KENIWORTH AVENUE 10.125 1,488.54 90 9.875 1,488.54 186,500.00 PALATINE IL 60067 1 08/18/00 23 0432297133 05 09/18/00 0 800587976 O 08/18/30 0 1997341 948/G01 F 146,400.00 ZZ 360 146,279.94 1 945 WEST BERKELEY COURT 10.375 1,325.52 100 10.125 1,325.52 146,400.00 ONTARIO CA 91762 1 08/11/00 23 0432236974 05 10/01/00 0 52529 O 09/01/30 0 1997347 526/G01 F 88,000.00 ZZ 360 87,896.97 1 33 WINDHAM HILL WOODS #33 10.625 813.21 100 10.375 813.21 88,000.00 WINDHAM ME 04062 1 08/01/00 23 0432232817 01 09/01/00 0 0416323 O 08/01/30 0 1997351 526/G01 F 58,850.00 ZZ 360 58,668.32 1 410 16TH STREET 9.875 511.02 107 9.625 511.02 55,000.00 RAYMONDVILLE TX 78577 1 07/27/00 23 0432232767 05 09/01/00 0 0415287 O 08/01/30 0 1997597 286/G01 F 197,750.00 ZZ 360 197,544.11 1 3100 PEGGY RIDGE TRAIL 13.000 2,187.51 102 12.750 2,187.51 194,500.00 MATTHEWS NC 28105 1 08/15/00 23 0432312718 03 10/01/00 0 0009619250 O 09/01/30 0 1997600 K15/G01 F 183,000.00 ZZ 360 182,797.02 1 2508 WINDY OAK COURT 10.875 1,725.49 105 10.625 1,725.49 174,800.00 CROFTON MD 21114 1 07/28/00 23 0432236420 09 09/01/00 0 1 3055737 O 08/01/30 0 1997611 K15/G01 F 131,250.00 ZZ 360 131,116.92 1 5757 GAINES STREET #A 9.375 1,091.67 105 9.125 1,091.67 125,000.00 SAN DIEGO CA 92110 1 07/31/00 23 0432280592 01 10/01/00 0 3056747 O 09/01/30 0 1997628 P23/G01 F 120,500.00 ZZ 360 120,403.60 1 141 EAST 700 NORTH #30 10.490 1,101.36 100 10.240 1,101.36 120,500.00 PROVO UT 84606 1 08/15/00 23 0432237949 01 10/01/00 0 WTL000000654 O 09/01/30 0 1997719 K15/G01 F 123,000.00 ZZ 360 122,848.06 1 1021 JUSTICE ROAD 10.375 1,113.65 100 10.125 1,113.65 123,000.00 CENTRAL POINT OR 97502 1 07/21/00 23 0432340479 05 09/01/00 0 3056539 O 08/01/30 0 1997735 K15/G01 F 171,200.00 ZZ 360 170,994.11 1 14057 NORTHEAST 181ST STREET 10.500 1,566.03 107 E104 10.250 1,566.03 160,000.00 WOODINVILLE WA 98072 5 07/26/00 23 0432239309 01 09/01/00 0 3053710 O 08/01/30 0 1997738 K15/G01 F 88,900.00 ZZ 360 88,784.13 1 410 SOUTH MAIN STREET 10.125 788.39 100 9.875 788.39 88,900.00 OMAK WA 98841 1 07/21/00 23 0432239408 05 09/01/00 0 3052468 O 08/01/30 0 1 1997740 K15/G01 F 128,000.00 ZZ 360 127,833.21 1 17 WEST HILLVIEW STREET 10.125 1,135.13 100 9.875 1,135.13 128,000.00 MESA AZ 85201 1 07/26/00 23 0432326916 05 09/01/00 0 3052473 O 08/01/30 0 1997884 526/G01 F 84,000.00 ZZ 360 83,887.59 1 11223 WEST PUGET AVE 10.000 737.16 100 9.750 737.16 84,000.00 PEORIA AZ 85345 1 07/17/00 23 0432258770 07 09/01/00 0 0414589 O 08/01/30 0 1997886 526/G01 F 133,000.00 ZZ 360 131,505.97 1 1026 EAST HAMPTON ST 10.250 1,191.82 95 10.000 1,191.82 140,000.00 TUCSON AZ 85719 1 07/31/00 23 0432357986 05 09/01/00 0 0416869 N 08/01/30 0 1997895 Q01/G01 F 115,000.00 ZZ 360 114,900.50 1 2643 MADELYN DRIVE SOUTHWEST 10.125 1,019.85 100 9.875 1,019.85 115,000.00 WYOMING MI 49509 1 08/18/00 23 0432244317 05 10/01/00 0 28571016 O 09/01/30 0 1998040 286/G01 F 82,000.00 ZZ 360 81,923.17 1 36 SOUTHWEST 5TH STREET 9.750 704.51 93 9.500 704.51 89,000.00 RICHMOND IN 47374 1 08/16/00 23 0432280758 05 10/01/00 0 0000025807 O 09/01/30 0 1998050 286/G01 F 90,600.00 ZZ 360 90,535.08 1 10406 N 41ST DRIVE 11.000 862.81 103 10.750 862.81 88,000.00 1 PHOENIX AZ 85051 1 08/17/00 23 0432307619 03 10/01/00 0 000059673 O 09/01/30 0 1998053 286/G01 F 180,000.00 ZZ 360 178,932.06 1 2135 COLTS NECK CT 10.000 1,579.63 100 9.750 1,579.63 180,000.00 RESTON VA 20191 1 08/23/00 23 0432275196 09 10/01/00 0 000070218 O 09/01/30 0 1998057 286/G01 F 150,335.00 ZZ 360 150,204.94 1 9224 CRAIG ST 10.125 1,333.21 107 9.875 1,333.21 140,500.00 OVERLAND PARK KS 66212 5 08/02/00 23 0432366193 05 10/01/00 0 0000132448 O 09/01/30 0 1998177 G33/G01 F 114,000.00 ZZ 180 113,341.27 1 4004 S BRECKENRIDGE COURT 9.875 1,216.35 102 9.625 1,216.35 112,000.00 SPRINGFIELD TN 37172 2 08/11/00 23 0432307106 05 10/01/00 0 132116 O 09/01/15 0 1998181 K15/G01 F 56,600.00 ZZ 360 56,561.62 1 605 DUCKETT AVE 11.250 549.73 103 11.000 549.73 55,000.00 WHITMIRE SC 29178 2 08/24/00 23 0432255495 05 10/01/00 0 002305302053 O 09/01/30 0 1998200 286/G01 F 201,500.00 ZZ 360 199,305.92 1 5845 PARK RIDGE DRIVE 10.500 1,843.20 105 10.250 1,843.20 193,000.00 NORTH OLMSTED OH 44070 2 08/08/00 23 0432248714 05 10/01/00 0 0000026113 O 09/01/30 0 1 1998202 K15/G01 F 190,000.00 ZZ 360 189,915.07 1 37 WILLIAMS CT 13.125 2,120.36 99 12.875 2,120.36 193,000.00 MIDLAND GA 31904 1 08/15/00 23 0432258895 05 10/01/00 0 3056617 O 09/01/30 0 1998213 M43/G01 F 168,150.00 ZZ 360 167,974.98 1 10284 LATNEY ROAD 9.250 1,383.33 106 9.000 1,383.33 160,000.00 FAIRFAX VA 22030 1 08/18/00 23 0432283901 09 10/01/00 0 724846348 O 09/01/30 0 1998215 K15/G01 F 196,200.00 ZZ 360 195,937.43 1 14790 SW 14TH STREET 10.000 1,721.80 107 9.750 1,721.80 185,000.00 DAVIE FL 33325 1 07/31/00 23 0432255545 05 09/01/00 0 3052928 O 08/01/30 0 1998250 526/G01 F 178,300.00 ZZ 360 178,128.48 1 606 ASHCROFT DRIVE 9.625 1,515.53 107 9.375 1,515.53 168,000.00 GRAPEVINE TX 76051 1 08/08/00 23 0432258408 05 10/01/00 0 415707 O 09/01/30 0 1998253 526/G01 F 129,900.00 ZZ 360 129,735.17 1 6032 HAMPTON DR 10.250 1,164.04 100 10.000 1,164.04 129,900.00 CARPENTERSVILLE IL 60110 1 07/31/00 23 0432307817 05 09/01/00 0 416720 O 08/01/30 0 1998258 526/G01 F 120,000.00 ZZ 360 119,816.44 1 1 8548 S WINCHESTER AVE 10.875 1,131.47 100 10.625 1,131.47 120,000.00 CHICAGO IL 60620 1 07/28/00 23 0432254811 05 09/01/00 0 414393 O 08/01/30 0 1998275 526/G01 F 125,000.00 ZZ 360 124,656.86 1 3557 OPALITE CT 10.125 1,108.53 106 9.875 1,108.53 119,000.00 CARSON CITY NV 89705 5 07/07/00 23 0432253029 05 09/01/00 0 0413082 O 08/01/30 0 1998296 K15/G01 F 117,700.00 ZZ 360 117,529.47 1 3253 NORTH ASH CIRCLE 9.625 1,000.44 102 9.375 1,000.44 116,000.00 CHANDLER AZ 85224 5 07/26/00 23 0432379162 05 09/01/00 0 3059188 O 08/01/30 0 1998362 K15/G01 F 87,550.00 ZZ 360 87,444.72 1 851 SHEARER STREET 10.500 800.85 103 10.250 800.85 85,000.00 FORKS WA 98331 1 07/27/00 23 0432276202 05 09/01/00 0 3056551 O 08/01/30 0 1998364 183/G01 F 128,000.00 ZZ 360 127,837.58 1 9216 COLEMAN ROAD 10.250 1,147.01 100 10.000 1,147.01 128,000.00 SOMERSET NY 14012 1 08/24/00 23 0432293611 05 09/24/00 0 800560136 O 08/24/30 0 1998365 K15/G01 F 33,250.00 ZZ 360 33,223.46 1 540 PEACE STREET 10.500 304.15 95 10.250 304.15 35,000.00 HAZELTON PA 18201 1 08/23/00 23 0432255123 05 10/01/00 0 1 3055425 N 09/01/30 0 1998366 K15/G01 F 85,900.00 ZZ 360 85,775.56 1 4721 CLAREMONT DRIVE 9.625 730.14 107 9.375 730.14 80,300.00 TUNKHANNOCK TWP PA 18210 1 07/12/00 23 0432259547 05 09/01/00 0 3053230 O 08/01/30 0 1998369 K15/G01 F 72,000.00 ZZ 360 71,949.81 1 1578 THURSTON STREET 11.125 692.48 103 10.875 692.48 70,000.00 AKRON OH 44320 5 08/24/00 23 0432298792 05 10/01/00 0 028005301282 O 09/01/30 0 1998415 U05/G01 F 69,550.00 ZZ 360 69,466.36 1 14009 NORTH 53RD DRIVE 10.500 636.20 107 10.250 636.20 65,000.00 GLENDALE AZ 85306 1 07/28/00 23 0432302040 05 09/01/00 0 3057610 O 08/01/30 0 1998416 K15/G01 F 115,000.00 ZZ 360 114,861.70 1 2037 PEARL LANE 10.500 1,051.95 100 10.250 1,051.95 115,000.00 IRVING TX 75060 1 07/07/00 23 0432258283 05 09/01/00 0 3052286 O 08/01/30 0 1998453 526/G01 F 145,000.00 ZZ 360 144,877.86 1 4130 1/2 LA RICA AVE #B 10.250 1,299.35 100 10.000 1,299.35 145,000.00 BALDWIN PARK CA 91706 1 08/07/00 23 0432255651 01 10/01/00 0 416951 O 09/01/30 0 1 1998459 526/G01 F 121,500.00 ZZ 360 121,050.06 1 9338 RAWSONVILLE 10.125 1,077.49 98 9.875 1,077.49 125,000.00 BELLEVILLE MI 48111 5 07/24/00 23 0432254308 05 09/01/00 0 0411056 O 08/01/30 0 1998508 U59/G01 F 105,060.00 ZZ 360 104,990.63 1 2428 UNION HALL SCHOOL ROAD 11.375 1,030.40 103 11.125 1,030.40 102,000.00 CHATHAM VA 24531 5 08/23/00 23 0432293710 05 10/01/00 0 01933800549081 O 09/01/30 0 1998510 K15/G01 F 73,100.00 ZZ 360 73,050.41 2 1851-53 TITA ST 11.250 709.99 103 11.000 709.99 71,000.00 NEW ORLEANS LA 70114 5 08/26/00 23 0432296887 05 10/01/00 0 0005301165 O 09/01/30 0 1998512 K15/G01 F 96,200.00 ZZ 360 96,123.21 1 3817 WOOD TRAIL 10.500 879.98 107 10.250 879.98 90,000.00 NASHVILLE TN 37207 5 08/26/00 23 0432255685 05 10/01/00 0 0005301413 O 09/01/30 0 1998513 K15/G01 F 88,300.00 ZZ 360 88,240.10 1 58 PARNELL AVE 11.250 857.62 103 11.000 857.62 86,000.00 DAYTON OH 45403 5 08/25/00 23 0432255255 05 10/01/00 0 0005300776 O 09/01/30 0 1998541 286/G01 F 147,470.00 ZZ 360 146,239.58 1 2915 ANDREW DR 10.625 1,362.77 106 10.375 1,362.77 140,000.00 1 BRYANT AR 72022 2 08/15/00 23 0432244325 05 10/01/00 0 0000132893 O 09/01/30 0 1998553 K15/G01 F 144,450.00 ZZ 360 144,321.67 1 615 WEST 112TH STREET 10.000 1,267.65 107 9.750 1,267.65 135,000.00 LOS ANGELES CA 90044 1 08/02/00 23 0432268712 05 10/01/00 0 3056907 O 09/01/30 0 1998586 948/G01 F 240,000.00 ZZ 360 239,792.37 1 100 AURORA PLAZA #58 10.125 2,128.38 100 9.875 2,128.38 240,000.00 UNION CITY CA 94587 1 08/18/00 23 0432261626 05 10/01/00 0 53097 O 09/01/30 0 1998590 U05/G01 F 125,000.00 ZZ 360 124,894.71 1 4935 AUBURN DRIVE 10.250 1,120.13 100 10.000 1,120.13 125,000.00 SAN DIEGO CA 92105 1 08/07/00 23 0432349983 05 10/01/00 0 3057839 O 09/01/30 0 1998646 K15/G01 F 87,500.00 ZZ 360 87,440.65 1 105 MANGROVE LANE 11.250 849.85 103 11.000 849.85 85,000.00 MUNCIE IN 47303 5 08/24/00 23 0432255842 05 10/01/00 0 033705301442 O 09/01/30 0 1998650 K15/G01 F 115,600.00 ZZ 360 115,494.08 1 5249 OAK STREET 11.750 1,166.88 97 11.500 1,166.88 120,000.00 ST FRANCISVILLE LA 70775 5 07/26/00 23 0432256048 05 09/01/00 0 000205301343 O 08/01/30 0 1 1998651 K15/G01 F 72,400.00 ZZ 360 72,350.89 1 1408 WEST 55TH STREET 11.250 703.19 102 11.000 703.19 71,000.00 NORTH LITTLE RO AR 72118 5 08/25/00 23 0432269769 05 10/01/00 0 038205301366 O 09/01/30 0 1998652 K15/G01 F 74,700.00 ZZ 360 74,640.38 1 515 SOUTH POLK 10.500 683.31 100 10.250 683.31 75,000.00 WELSH LA 70591 5 08/28/00 23 0432261618 05 10/01/00 0 0085053009 O 09/01/30 0 1998655 K15/G01 F 135,900.00 ZZ 360 135,805.23 1 24395 GESSNER ROAD 11.125 1,307.06 103 10.875 1,307.06 132,000.00 NORTH OLMSTED OH 44070 5 08/19/00 23 0432326619 05 10/01/00 0 028705301664 O 09/01/30 0 1998659 U59/G01 F 123,598.00 ZZ 360 123,488.17 1 41 PEACH ORCHARD RD 10.000 1,084.67 100 9.750 1,084.67 123,598.00 PROSPECT CT 06712 1 09/13/00 23 0432296143 05 10/13/00 0 800597696 O 09/13/30 0 1998668 642/G01 F 102,990.00 ZZ 360 102,945.64 1 201 18TH STREET SE 10.125 913.34 100 9.875 913.34 102,990.00 RIO RANCHO NM 87124 1 09/07/00 23 0432288603 05 11/01/00 0 08170800 O 10/01/30 0 1998832 U05/G01 F 108,150.00 ZZ 360 108,040.34 1 1 9445 E.B. TAULBEE DRIVE 9.375 899.54 103 9.125 899.54 105,000.00 EL PASO TX 79924 1 08/01/00 23 0432257004 05 10/01/00 0 3061494 O 09/01/30 0 1998872 286/G01 F 265,000.00 ZZ 360 264,764.90 1 668 WATER OAK DR 10.250 2,374.67 100 10.000 2,374.67 265,000.00 PLANO TX 75025 1 08/21/00 23 0432259505 05 10/01/00 0 0000127381 O 09/01/30 0 1998914 286/G01 F 52,250.00 ZZ 360 52,205.97 1 1269 GROVEWOOD DRIVE 10.250 468.22 95 10.000 468.22 55,000.00 COLUMBUS OH 43207 1 08/16/00 23 0432293124 05 10/01/00 0 0000026259 N 09/01/30 0 1998968 964/G01 F 129,500.00 ZZ 360 129,387.97 1 61396 ELKHORN STREET 10.125 1,148.44 100 9.875 1,148.44 129,500.00 BEND OR 97702 1 08/23/00 23 0432258523 05 10/01/00 0 86239 O 09/01/30 0 1998978 286/G01 F 124,120.00 ZZ 360 124,000.60 1 4482 GARY LANE 9.625 1,055.01 107 9.375 1,055.01 116,000.00 RICHMOND IN 47374 1 08/24/00 23 0432285930 05 10/01/00 0 0000026079 O 09/01/30 0 1998979 E84/G01 F 236,350.00 ZZ 360 236,140.01 1 743 DAWSON AVENUE 10.000 2,074.14 103 9.750 2,074.14 229,500.00 LONG BEACH CA 90804 1 08/22/00 23 0432275188 05 10/01/00 0 1 32900027 O 09/01/30 0 1999020 526/G01 F 400,000.00 ZZ 360 399,450.30 2 3748 N JANSSEN AVE 9.875 3,473.40 100 9.625 3,473.40 400,000.00 CHICAGO IL 60613 1 07/31/00 23 0432259307 05 09/01/00 0 415115 O 08/01/30 0 1999031 183/G01 F 240,000.00 ZZ 360 239,695.46 1 44 MCKINLEY AVENUE 10.250 2,150.65 100 10.000 2,150.65 240,000.00 WHITE PLAINS NY 10606 1 08/16/00 23 0432282119 05 09/16/00 0 01933800560875 O 08/16/30 0 1999051 526/G01 F 66,500.00 ZZ 360 66,435.79 1 7805 MAIN STREET 10.250 595.91 100 10.000 595.91 66,500.00 KANSAS CITY MO 64114 1 08/03/00 23 0432344315 05 10/01/00 0 0414156 O 09/01/30 0 1999063 526/G01 F 270,000.00 ZZ 360 269,666.45 2 3672 FLORIDA ST 10.375 2,444.60 100 10.125 2,444.60 270,000.00 SAN DIEGO CA 92104 1 07/14/00 23 0432259919 05 09/01/00 0 0414400 O 08/01/30 0 1999064 526/G01 F 196,350.00 ZZ 360 196,087.25 1 8 GOLD STAR PL 10.000 1,723.11 105 9.750 1,723.11 187,000.00 POMONA CA 91766 1 07/24/00 23 0432259133 01 09/01/00 0 0414262 O 08/01/30 0 1 1999078 Q01/G01 F 232,500.00 ZZ 360 232,298.87 1 7 TRAIL RIDGE CIRCLE 10.125 2,061.86 100 9.875 2,061.86 232,500.00 POMONA CA 91766 1 08/31/00 23 0432259224 05 10/01/00 0 28048016 O 09/01/30 0 1999080 Q01/G01 F 78,000.00 ZZ 360 77,912.53 1 211 N THOMPSON 10.125 691.72 100 9.875 691.72 78,000.00 JACKSON MI 49202 1 08/30/00 23 0432259232 05 10/01/00 0 28894016 O 09/01/30 0 1999081 Q01/G01 F 120,000.00 ZZ 360 119,896.18 1 39 FLYING POINT ROAD 10.125 1,064.19 100 9.875 1,064.19 120,000.00 FREEPORT ME 04032 1 08/31/00 23 0432259257 05 10/01/00 0 28999016 O 09/01/30 0 1999084 K15/G01 F 134,400.00 ZZ 360 134,277.38 1 175 EAST 40TH AVENUE 9.875 1,167.06 95 9.625 1,167.06 141,500.00 EUGENE OR 97405 1 08/08/00 23 0432259422 05 10/01/00 0 3062673 O 09/01/30 0 1999106 286/G01 F 117,600.00 ZZ 360 117,506.11 1 1525 ATHENS DRIVE 10.500 1,075.74 96 10.250 1,075.74 123,000.00 ST PETERS MO 63376 1 08/18/00 23 0432254951 05 10/01/00 0 0000133289 O 09/01/30 0 1999281 N67/G01 F 210,750.00 ZZ 360 209,829.81 1 6812 WEST FIREBIRD DRIVE 9.875 1,830.04 107 9.625 1,830.04 197,000.00 1 GLENDALE AZ 85308 1 08/29/00 23 0432341550 03 10/01/00 0 1780003524 O 09/01/30 0 1999404 N67/G01 F 85,000.00 ZZ 360 84,917.92 1 1918 INDIAN SCHOOL ROAD NW 10.125 753.80 100 9.875 753.80 85,000.00 ALBUQUERQUE NM 87104 1 09/05/00 23 0432259117 05 11/01/00 0 1780003215 O 10/01/30 0 1999418 N67/G01 F 121,540.00 ZZ 360 121,440.34 1 170 LAKE RIM DRIVE 10.375 1,100.43 103 10.125 1,100.43 118,000.00 HOPE ID 83836 1 08/31/00 23 0432259109 05 10/01/00 0 1160002175 O 09/01/30 0 1999432 K15/G01 F 282,350.00 ZZ 360 282,036.82 1 900 BARNSTABLE COURT 10.875 2,662.25 107 10.625 2,662.25 263,900.00 HOCKESSIN DE 19707 1 07/14/00 23 0432318962 05 09/01/00 0 3055709 O 08/01/30 0 1999467 U59/G01 F 134,930.00 ZZ 360 134,763.19 1 254 EMIGH ROAD 11.375 1,323.35 103 11.125 1,323.35 131,000.00 ROCK CITY FALLS NY 12863 2 08/31/00 23 0432291094 05 10/06/00 0 36463800578567 O 09/06/30 0 1999503 T24/G01 F 149,150.00 ZZ 360 148,950.40 1 1548 EAST ISMAIL PLACE 10.000 1,308.90 95 9.750 1,308.90 157,000.00 PLACENTIA CA 92870 1 07/31/00 23 0432286631 01 09/01/00 0 09753631 O 08/01/30 0 1 1999514 T24/G01 F 134,000.00 ZZ 360 133,834.45 1 49 KIMBERLY ROAD 10.375 1,213.25 107 10.125 1,213.25 125,250.00 NEWINGTON CT 06111 1 08/03/00 23 0432286755 05 09/01/00 0 09752688 O 08/01/30 0 1999517 U59/G01 F 120,400.00 ZZ 360 120,293.02 1 11634 S MANDAN STREET 10.000 1,056.60 100 9.750 1,056.60 120,400.00 PHOENIX AZ 85044 1 08/31/00 23 0432268548 05 10/01/00 0 800579884 O 09/01/30 0 1999529 T24/G01 F 141,800.00 ZZ 360 141,677.34 1 7161 HOOPER AVENUE 10.125 1,257.51 106 9.875 1,257.51 133,800.00 BAKERSFIELD CA 93308 1 08/23/00 23 0432285443 05 10/01/00 0 09758583 O 09/01/30 0 1999532 T24/G01 F 219,350.00 ZZ 360 219,149.88 1 217 ALDER STREET #302 9.875 1,904.72 103 9.625 1,904.72 213,000.00 EDMONDS WA 98020 1 08/17/00 23 0432297232 01 10/01/00 0 09759649 O 09/01/30 0 1999537 T24/G01 F 226,000.00 ZZ 360 225,799.21 1 14741 BORDEAUX LANE 10.000 1,983.31 100 9.750 1,983.31 226,000.00 CHINO HILLS CA 91709 1 08/23/00 23 0432285419 03 10/01/00 0 09758697 O 09/01/30 0 1999539 T24/G01 F 82,000.00 ZZ 360 81,925.18 1 1 2135 EAST VALLEY PARKWAY #47 9.875 712.05 107 9.625 712.05 77,000.00 ESCONDIDO CA 92027 1 08/14/00 23 0432286771 01 10/01/00 0 09750949 O 09/01/30 0 1999542 T24/G01 F 110,000.00 ZZ 360 109,907.35 1 2033 SIERRA ROAD #6 10.250 985.71 100 10.000 985.71 110,000.00 CONCORD CA 94518 1 07/31/00 23 0432286714 01 10/01/00 0 09750725 O 09/01/30 0 1999545 T24/G01 F 165,900.00 ZZ 360 165,748.01 1 1530 FARKLEBERRY DRIVE 11.750 1,674.61 100 11.500 1,674.61 165,900.00 CORDOVA TN 38018 1 07/28/00 23 0432287035 05 09/01/00 0 09700152 O 08/01/30 0 1999546 T24/G01 F 230,300.00 ZZ 360 228,290.98 1 16448 HALSTED STREET 10.375 2,085.15 107 10.125 2,085.15 216,625.00 NORTH HILLS ARE CA 91343 1 08/16/00 23 0432286466 05 10/01/00 0 09754591 O 09/01/30 0 1999553 948/G01 F 70,000.00 ZZ 360 69,969.85 1 5032 BARKINGTON CIRCLE #2301 10.125 620.78 100 9.875 620.78 70,000.00 SARASOTA FL 34234 1 09/05/00 23 0432269892 29 11/01/00 0 171059600 O 10/01/30 0 1999554 948/G01 F 220,000.00 ZZ 360 219,819.59 1 3512 CHATEAUX LANE 10.375 1,991.90 100 10.125 1,991.90 220,000.00 HURST TX 76054 1 08/21/00 23 0432271120 03 10/01/00 0 1 52930 O 09/01/30 0 1999563 Q01/G01 F 195,000.00 ZZ 360 194,844.34 1 1554 SOUTH DOWNING STREET 10.500 1,783.74 100 10.250 1,783.74 195,000.00 DENVER CO 80210 1 09/01/00 23 0432261642 05 10/01/00 0 29090016 O 09/01/30 0 1999600 E84/G01 F 149,350.00 ZZ 360 149,227.53 1 7306 198TH STREET COURT EAST 10.375 1,352.23 103 10.125 1,352.23 145,000.00 SPANAWAY WA 98387 1 08/29/00 23 0432298362 05 10/01/00 0 61001678 O 09/01/30 0 1999605 642/G01 F 83,900.00 ZZ 360 83,827.43 1 9618 HIGHGATE CIRCLE 10.125 744.04 100 9.875 744.04 83,900.00 INDIANAPOLIS IN 46250 1 08/31/00 23 0432275139 01 10/01/00 0 08130800 O 09/01/30 0 1999607 948/G01 F 281,000.00 ZZ 360 280,756.90 2 280 WEST WASHINGTON BLVD 10.125 2,491.98 100 9.875 2,491.98 281,000.00 PASADENA CA 91103 1 08/25/00 23 0432271070 05 10/01/00 0 52524 O 09/01/30 0 1999611 642/G01 F 149,000.00 ZZ 360 148,860.41 1 637 ARBOUR WAY 9.750 1,280.14 100 9.500 1,280.14 149,000.00 SUWANEE GA 30024 1 08/29/00 23 0432275063 05 10/01/00 0 08113300 O 09/01/30 0 1 1999614 948/G01 F 126,000.00 ZZ 360 125,899.40 1 1570 SOUTH AMES STREET 10.500 1,152.58 100 10.250 1,152.58 126,000.00 LAKEWOOD CO 80232 1 08/04/00 23 0432271005 01 10/01/00 0 52663 O 09/01/30 0 1999635 642/G01 F 70,500.00 ZZ 360 70,439.01 1 961 MILLCREEK DRIVE 10.125 625.21 100 9.875 625.21 70,500.00 HENDERSON KY 42420 1 08/28/00 23 0432274918 05 10/01/00 0 08164500 O 09/01/30 0 1999637 642/G01 F 112,000.00 ZZ 360 111,910.59 1 1725 EAST 84TH STREET 10.500 1,024.51 105 10.250 1,024.51 107,000.00 CHICAGO IL 60617 1 08/30/00 23 0432275048 05 10/01/00 0 08144200 O 09/01/30 0 1999641 948/G01 F 153,000.00 ZZ 360 152,806.17 1 22550 S W MANDAN DRIVE 10.375 1,385.28 100 10.125 1,385.28 153,000.00 TUALATIN OR 97062 1 07/31/00 23 0432276186 05 09/01/00 0 52625 O 08/01/30 0 1999649 K15/G01 F 230,000.00 ZZ 360 229,834.22 1 240 CROSS BREEZE DRIVE 11.000 2,190.34 100 10.750 2,190.34 230,000.00 CORDOVA TN 38018 1 08/18/00 23 0432261840 05 10/01/00 0 3062364 O 09/01/30 0 1999664 948/G01 F 123,400.00 ZZ 360 123,322.89 1 9451 EAST FAIRWAY DRIVE 11.625 1,233.81 103 11.375 1,233.81 119,900.00 1 MESA AZ 85207 1 08/08/00 23 0432310019 03 10/01/00 0 52886 O 09/01/30 0 1999770 286/G01 F 72,400.00 ZZ 360 72,348.12 1 114 WESTSIDE CHASE 11.000 689.49 101 10.750 689.49 71,900.00 CARTERSVILLE GA 30120 1 08/28/00 23 0432307148 09 10/01/00 0 000118462 O 09/01/30 0 1999771 286/G01 F 85,600.00 ZZ 360 85,523.93 1 12411 WESTWOLD DRIVE 10.000 751.21 107 9.750 751.21 80,000.00 TOMBALL TX 77375 1 08/25/00 23 0432280568 03 10/01/00 0 0000026305 O 09/01/30 0 1999777 286/G01 F 126,100.00 ZZ 360 126,016.75 1 4612 THOMPSON MILL ROAD 11.375 1,236.75 103 11.125 1,236.75 122,500.00 DECATUR GA 30034 1 08/29/00 23 0432296028 05 10/01/00 0 0000078352 O 09/01/30 0 1999779 N67/G01 F 85,490.00 ZZ 360 85,419.90 1 480 NORTH BARLOW STREET 10.375 774.03 103 10.125 774.03 83,000.00 CLEARFIELD UT 84015 1 09/05/00 23 0432309276 05 10/01/00 0 1160002159 O 09/01/30 0 1999812 U59/G01 F 78,365.00 ZZ 360 78,297.20 1 158 WALDORF STREET 10.125 694.96 95 9.875 694.96 82,490.00 SPRINGFIELD MA 01109 1 09/15/00 23 0432305084 05 10/15/00 0 800612694 N 09/15/30 0 1 1999949 B57/G01 F 257,900.00 ZZ 360 257,645.27 1 29715 WINDSONG LANE 9.500 2,168.57 100 9.250 2,168.57 257,900.00 AGOURA HILLS CA 91301 1 08/24/00 23 0432273753 09 10/01/00 0 140108219 O 09/01/30 0 1999950 964/G01 F 203,000.00 ZZ 360 202,900.15 1 14230 SOUTHWEST 117TH AVENUE 9.500 1,706.93 100 9.250 1,706.93 203,000.00 TIGARD OR 97224 1 09/07/00 23 0432269959 05 11/01/00 0 87178 O 10/01/30 0 2000037 T24/G01 F 225,000.00 ZZ 360 224,794.72 1 5036 SAVANNAH STREET 9.875 1,953.78 100 9.625 1,953.78 225,000.00 SAN DIEGO CA 92110 1 08/25/00 23 0432286102 05 10/01/00 0 09761295 O 09/01/30 0 2000043 T24/G01 F 198,000.00 ZZ 360 197,828.72 1 2838 MOYERS ROAD 10.125 1,755.91 100 9.875 1,755.91 198,000.00 RICHMOND CA 94806 1 08/18/00 23 0432286284 05 10/01/00 0 09755897 O 09/01/30 0 2000047 T24/G01 F 88,000.00 ZZ 360 87,905.98 1 1212 VIENNA BLVD 9.125 716.00 100 8.875 716.00 88,000.00 DEKALB IL 60115 1 08/29/00 23 0432286763 05 10/01/00 0 09759955 O 09/01/30 0 2000051 T24/G01 F 188,850.00 ZZ 360 188,682.22 1 1 944 WEST 9TH STREET 10.000 1,657.29 107 9.750 1,657.29 176,500.00 SANTA ROSA CA 95401 1 08/23/00 23 0432286664 09 10/01/00 0 09759017 O 09/01/30 0 2000058 R74/G01 F 108,000.00 ZZ 360 107,908.05 1 257 KEMPTON DRIVE 10.200 963.78 100 9.950 963.78 108,000.00 BEREA OH 44017 1 09/08/00 23 0432295897 05 10/15/00 0 2020021379 O 09/15/30 0 2000059 R74/G01 F 97,850.00 ZZ 360 97,786.46 1 333 S 42ND STREET 11.450 965.27 103 11.200 965.27 95,000.00 LOUISVILLE KY 40212 5 08/24/00 23 0432295921 05 10/01/00 0 3030015620 O 09/01/30 0 2000062 R74/G01 F 69,000.00 ZZ 360 68,955.20 1 311 MIFFLIN STREET 11.450 680.67 103 11.200 680.67 67,000.00 HOPEWELL PA 16650 1 08/31/00 23 0432321511 05 10/01/00 0 1010014568 O 09/01/30 0 2000065 R74/G01 F 119,900.00 ZZ 360 119,797.91 1 2900 BADGER DRIVE 10.200 1,069.98 100 9.950 1,069.98 119,900.00 HILLIARD OH 43026 1 09/06/00 23 0432295913 05 10/15/00 0 2020021280 O 09/15/30 0 2000152 664/G01 F 100,900.00 ZZ 360 100,807.93 1 1333 MESA DRIVE 9.875 876.17 100 9.625 876.17 100,900.00 JOLIET IL 60433 1 08/25/00 23 0432287688 01 10/01/00 0 1 0003626553 O 09/01/30 0 2000177 526/G01 F 372,000.00 ZZ 360 371,540.44 1 7567 EAST TAILSPIN LANE 10.375 3,368.12 104 10.125 3,368.12 357,900.00 SCOTTSDALE AZ 85255 1 07/28/00 23 0432353027 03 09/01/00 0 0416350 O 08/01/30 0 2000180 526/G01 F 400,000.00 ZZ 360 399,518.94 1 10836 CLOVERFIELD POINT 10.500 3,658.96 98 10.250 3,658.96 410,000.00 SAN DIEGO CA 92131 1 07/24/00 23 0432287167 05 09/01/00 0 0415200 O 08/01/30 0 2000183 286/G01 F 110,000.00 ZZ 360 109,888.46 1 819 ORLEANS ROAD 9.375 914.93 92 9.125 914.93 120,000.00 HARWICH MA 02645 1 08/31/00 23 0432285740 05 10/01/00 0 0000066703 O 09/01/30 0 2000273 286/G01 F 97,394.00 ZZ 360 97,309.73 1 2648 VININGS CENTRAL DR 10.125 863.72 95 9.875 863.72 102,521.00 SMYRNA GA 30080 1 09/01/00 23 0432298453 01 10/01/00 0 0000094664 N 09/01/30 0 2000289 B57/G01 F 134,900.00 ZZ 360 134,780.14 1 5757 WEST BUFFALO PLACE 10.000 1,183.85 103 9.750 1,183.85 131,000.00 CHANDLER AZ 85226 1 08/24/00 23 0432285187 03 10/01/00 0 20A0184 O 09/01/30 0 1 2000298 286/G01 F 64,200.00 ZZ 360 64,136.59 2 8155-8157 STARWOOD COURT 9.500 539.83 107 9.250 539.83 60,000.00 BATON ROUGE LA 70820 1 08/29/00 23 0432287712 05 10/01/00 0 0000093089 O 09/01/30 0 2000337 948/G01 F 86,000.00 ZZ 360 85,962.96 1 4326 EAST HOLLAND AVENUE 10.125 762.67 100 9.875 762.67 86,000.00 FRESNO CA 93726 1 09/06/00 23 0432287076 05 11/01/00 0 53306 O 10/01/30 0 2000339 K15/G01 F 88,500.00 ZZ 360 88,469.29 1 207 TWELFTH AVENUE 11.125 851.18 103 10.875 851.18 86,000.00 NORTH TONAWANDA NY 14120 5 09/08/00 23 0432297653 05 11/01/00 0 029505301854 O 10/01/30 0 2000342 948/G01 F 113,000.00 ZZ 360 112,902.25 1 5080 INSPIRATION DRIVE 10.125 1,002.11 100 9.875 1,002.11 113,000.00 HILLIARD OH 43026 1 08/31/00 23 0432286508 05 10/01/00 0 53309 O 09/01/30 0 2000346 K15/G01 F 72,100.00 ZZ 360 72,075.66 1 574 WOOTEN ROAD 11.250 700.28 103 11.000 700.28 70,000.00 CLARKSVILLE TN 37042 1 09/08/00 23 0432297638 05 11/01/00 0 002905301370 O 10/01/30 0 2000350 K15/G01 F 77,200.00 ZZ 360 77,173.94 1 137 CAROLINE STREET 11.250 749.81 103 11.000 749.81 75,200.00 1 ALBION NY 14411 5 09/11/00 23 0432285401 05 11/01/00 0 027205302344 O 10/01/30 0 2000503 526/G01 F 175,000.00 ZZ 360 174,887.61 1 7338 BIRCHTREE FOREST DRIVE 11.500 1,733.01 100 11.250 1,733.01 175,000.00 HOUSTON TX 77088 1 08/15/00 23 0432299261 03 10/01/00 0 0418627 O 09/01/30 0 2000504 P23/G01 F 55,100.00 ZZ 360 55,076.27 1 15308 LANSING DRIVE 10.125 488.64 95 9.875 488.64 58,000.00 BILOXI MS 39532 1 09/15/00 23 0432296432 05 11/01/00 0 000001022 N 10/01/30 0 2000509 K15/G01 F 74,800.00 ZZ 180 74,621.60 1 320 4TH ST N 10.125 809.53 107 9.875 809.53 70,000.00 MAYNARD IA 50655 5 09/13/00 23 0432297042 05 11/01/00 0 009905300466 O 10/01/15 0 2000511 526/G01 F 105,000.00 ZZ 360 104,873.71 1 1905 MINER WAY 10.500 960.48 100 10.250 960.48 105,000.00 LAS VEGAS NV 89104 1 07/21/00 23 0432299246 05 09/01/00 0 0415175 O 08/01/30 0 2000514 526/G01 F 50,350.00 ZZ 360 50,307.58 1 3304 MANOR COURT 10.250 451.19 95 10.000 451.19 53,000.00 INDIANAPOLIS IN 46218 1 08/16/00 23 0432299253 05 10/01/00 0 0418492 N 09/01/30 0 1 2000519 526/G01 F 230,000.00 ZZ 360 229,692.19 1 1582 NOE ST 10.000 2,018.42 100 9.750 2,018.42 230,000.00 HONOLULU HI 96819 1 07/31/00 23 0432347995 05 09/01/00 0 0414020 O 08/01/30 0 2000555 T24/G01 F 280,000.00 ZZ 360 279,663.26 1 3109 MANOR AVENUE 10.500 2,561.27 100 10.250 2,561.27 280,000.00 WALNUT CREEK CA 94596 1 07/21/00 23 0432286722 05 09/01/00 0 09750543 O 08/01/30 0 2000558 T24/G01 F 115,000.00 ZZ 360 114,900.50 1 2544 WESTWIND AVENUE NW 10.125 1,019.85 100 9.875 1,019.85 115,000.00 SALEM OR 97304 1 08/29/00 23 0432297331 05 10/01/00 0 09759040 O 09/01/30 0 2000782 948/G01 F 245,000.00 ZZ 360 244,894.47 1 210 NORTH 115TH STREET 10.125 2,172.72 100 9.875 2,172.72 245,000.00 SEATTLE WA 98133 1 09/08/00 23 0432291763 05 11/01/00 0 53463 O 10/01/30 0 2000829 286/G01 F 149,800.00 ZZ 360 149,666.89 1 1133 MORTONS MEADOW RD 10.000 1,314.61 107 9.750 1,314.61 140,402.00 KNOXVILLE TN 37932 1 08/31/00 23 0432309383 05 10/01/00 0 0000022156 O 09/01/30 0 2000836 286/G01 F 191,530.00 ZZ 360 191,345.74 1 1 2148 CRESTLINE FALLS PL 9.625 1,627.99 107 9.375 1,627.99 179,000.00 LAS VEGAS NV 89134 1 08/28/00 23 0432309250 03 10/01/00 0 0000121596 O 09/01/30 0 2001059 Q01/G01 F 89,250.00 ZZ 360 89,211.56 1 14014 WHITCOMB 10.125 791.49 105 9.875 791.49 85,000.00 DETROIT MI 48227 1 09/14/00 23 0432316032 05 11/01/00 0 29205016 O 10/01/30 0 2001078 K15/G01 F 66,400.00 ZZ 360 66,257.34 1 501 TOLSON ROAD 11.250 644.92 103 11.000 644.92 64,500.00 LAFAYETTE LA 70508 5 09/14/00 23 0432297687 05 11/01/00 0 000205301556 O 10/01/30 0 2001082 K15/G01 F 72,000.00 ZZ 360 71,975.69 1 137 9TH STREET 11.250 699.31 103 11.000 699.31 70,000.00 BRIDGE CITY LA 70094 5 09/15/00 23 0432310241 05 11/01/00 0 000405301348 O 10/01/30 0 2001083 K15/G01 F 85,000.00 ZZ 360 84,961.38 1 40 MAIN STREET 9.875 738.10 107 9.625 738.10 79,500.00 ADDYSTON OH 45001 1 09/12/00 23 0432297661 05 11/01/00 0 028105301590 O 10/01/30 0 2001088 K15/G01 F 147,200.00 ZZ 360 147,148.93 1 5950 N 78TH ST 11.125 1,415.74 103 UNIT 167 10.875 1,415.74 143,000.00 SCOTTSDALE AZ 85250 5 09/18/00 23 0432297646 01 11/01/00 0 1 021705301996 O 10/01/30 0 2001093 K15/G01 F 270,400.00 ZZ 360 270,311.18 1 154 LAFAYETTE STREET 11.375 2,651.99 97 11.125 2,651.99 280,000.00 MARBLEHEAD MA 01945 5 09/15/00 23 0432297679 05 11/01/00 0 024605302002 O 10/01/30 0 2001258 U05/G01 F 293,550.00 ZZ 360 292,465.67 1 132 LAKE POINTE DRIVE 9.875 2,549.04 103 9.625 2,549.04 285,000.00 MACON GA 31210 1 09/13/00 23 0432297190 03 11/01/00 0 3062546 O 10/01/30 0 3438577 E22/G01 F 144,000.00 ZZ 360 143,676.14 1 6328 SE 58TH AVENUE 10.000 1,263.70 107 9.750 1,263.70 134,830.00 PORTLAND OR 97206 1 05/10/00 23 0411961550 05 07/01/00 0 0411961550 O 06/01/30 0 3442941 E22/G01 F 73,100.00 ZZ 360 72,794.49 1 3754 DURANGO DRIVE 10.875 689.25 103 10.625 689.25 71,000.00 DALLAS TX 75220 1 05/15/00 23 0411964190 05 07/01/00 0 0411964190 O 06/01/30 0 3446862 E22/G01 F 69,900.00 ZZ 360 69,750.94 1 3618 20TH STREET 10.250 626.37 102 10.000 626.37 68,900.00 RACINE WI 53405 1 05/16/00 23 0411963846 05 07/01/00 0 0411963846 O 06/01/30 0 1 3455471 E22/G01 F 169,300.00 ZZ 360 168,948.42 1 25438 NORTH 40TH LANE 10.375 1,532.85 100 9.875 1,532.85 169,335.00 GLENDALE AZ 85310 1 05/12/00 23 0411965015 03 07/01/00 0 0411965015 O 06/01/30 0 3458269 E22/G01 F 78,500.00 ZZ 360 78,221.70 1 3564 ELKWOOD COVE 12.875 860.70 100 12.375 860.70 78,500.00 MEMPHIS TN 38111 1 05/18/00 23 0411952146 05 07/01/00 0 0411952146 O 06/01/30 0 3458274 E22/G01 F 90,600.00 ZZ 360 90,416.83 1 8104 BOGGY RIDGE DRIVE 10.500 828.75 100 10.250 828.75 90,640.00 AUSTIN TX 78748 1 05/19/00 23 0411966385 05 07/01/00 0 0411966385 O 06/01/30 0 3458299 E22/G01 F 195,700.00 ZZ 360 195,334.90 1 2105 BORTON 10.875 1,845.24 107 10.625 1,845.24 182,900.00 ESSEXVILLE MI 48732 1 05/19/00 23 0411942899 05 07/01/00 0 0411942899 O 06/01/30 0 3465885 E22/G01 F 98,900.00 ZZ 360 98,652.91 1 2905 CONEJOS DRIVE 9.500 831.60 107 9.250 831.60 92,500.00 FORT WORTH TX 76116 1 05/23/00 23 0411966120 05 07/01/00 0 0411966120 O 06/01/30 0 3469423 E22/G01 F 151,900.00 ZZ 360 151,584.56 1 10168 UPLANDER STREET 10.375 1,375.31 100 NORTHWEST 10.125 1,375.31 151,900.00 1 COON RAPIDS MN 55433 1 05/24/00 23 0411978026 05 07/01/00 0 0411978026 O 06/01/30 0 3472683 E22/G01 F 64,600.00 ZZ 360 64,469.39 1 1124 JENSEN ST 10.500 590.92 95 10.250 590.92 68,000.00 CHARLOTTE NC 28205 1 05/25/00 23 0411978430 05 07/01/00 0 0411978430 N 06/01/30 0 3476536 E22/G01 F 215,000.00 ZZ 360 214,503.51 1 3712 BAMBOO TERRACE 9.875 1,866.95 100 9.625 1,866.95 215,000.00 BRADENTON FL 34210 1 05/24/00 23 0411968258 05 07/01/00 0 0411968258 O 06/01/30 0 3480246 E22/G01 F 89,300.00 ZZ 360 89,058.77 1 6314 ORTEGA FARMS BLVD 9.125 726.57 107 8.625 726.57 83,500.00 JACKSONVILLE FL 32244 1 05/30/00 23 0411930068 05 07/01/00 0 0411930068 O 06/01/30 0 3480281 E22/G01 F 130,800.00 ZZ 360 130,542.52 1 1004 WINDYMEADOW LANE 10.625 1,208.72 103 10.125 1,208.72 127,000.00 MCKINNEY TX 75067 1 05/30/00 23 0411982044 03 07/01/00 0 0411982044 O 06/01/30 0 3484059 E22/G01 F 157,400.00 ZZ 360 157,235.69 1 550 AMESBURY DRIVE 13.500 1,802.88 103 13.000 1,802.88 152,900.00 DIXON CA 95620 1 05/26/00 23 0411962822 05 07/01/00 0 0411962822 O 06/01/30 0 1 3484074 E22/G01 F 154,900.00 ZZ 360 154,560.73 1 400 NORTH GUTHRIESVILLE ROAD 10.125 1,373.69 100 9.625 1,373.69 154,900.00 EAST BRANDYWINE PA 19335 1 05/31/00 23 0411976004 05 07/01/00 0 0411976004 O 06/01/30 0 3484078 E22/G01 F 35,300.00 ZZ 360 35,226.68 1 924 DEUEL STREET 10.375 319.61 107 10.125 319.61 33,000.00 FORT MORGAN CO 80701 1 05/31/00 23 0411978182 05 07/01/00 0 0411978182 O 06/01/30 0 3484087 E22/G01 F 296,000.00 ZZ 360 295,385.30 1 1742 KARL STREET 10.375 2,680.00 100 10.125 2,680.00 296,000.00 SAN JOSE CA 95122 1 05/25/00 23 0411979891 05 07/01/00 0 0411979891 O 06/01/30 0 3484093 E22/G01 F 196,215.00 ZZ 360 195,737.39 1 1837 DISCOVERY DRIVE 9.625 1,667.81 103 9.125 1,667.81 190,500.00 ROSEVILLE CA 95747 1 05/26/00 23 0411984479 05 07/01/00 0 0411984479 O 06/01/30 0 3487188 E22/G01 F 316,200.00 ZZ 360 315,469.80 1 406 HUMBOLDT WAY 9.875 2,745.72 106 9.625 2,745.72 300,000.00 LIVERMORE CA 94550 1 05/25/00 23 0411967201 05 07/01/00 0 0411967201 O 06/01/30 0 3487190 E22/G01 F 91,050.00 ZZ 360 90,850.57 1 1 2635 WEST DUTCH DRAW DRIVE 10.125 807.45 107 UNIT#4C 9.875 807.45 85,100.00 TAYLORSVILLE UT 84119 1 05/26/00 23 0411961907 01 07/01/00 0 0411969611 O 06/01/30 0 3487192 E22/G01 F 111,300.00 ZZ 360 111,074.98 1 6980 SCOTT STREET 10.500 1,018.10 100 10.000 1,018.10 111,300.00 HOLLYWOOD FL 33024 1 06/01/00 23 0411982184 05 07/01/00 0 0411982184 O 06/01/30 0 3490708 E22/G01 F 102,000.00 T 360 101,793.78 1 3630 PARADISE AVENUE 10.500 933.03 100 10.250 933.03 102,000.00 SOUTH LAKE TAHO CA 96150 1 05/30/00 23 0411972714 05 07/01/00 0 0411972714 O 06/01/30 0 3494885 E22/G01 F 165,000.00 ZZ 360 164,618.94 1 5753 COCHRAN STREET 9.875 1,432.78 100 9.375 1,432.78 165,000.00 SIMI VALLEY CA 93063 1 06/01/00 23 0411986375 09 07/01/00 0 0411986375 O 06/01/30 0 3499269 E22/G01 F 73,800.00 ZZ 360 73,653.06 1 2518 EAST 6TH STREET 9.500 620.55 107 9.250 620.55 69,000.00 ANDERSON IN 46012 1 06/06/00 23 0411972557 05 08/01/00 0 0411972557 O 07/01/30 0 3499274 E22/G01 F 149,800.00 ZZ 360 149,509.50 1 717 SOUTH 8TH STREET 9.625 1,273.28 107 9.125 1,273.28 140,000.00 LAS VEGAS NV 89101 1 06/01/00 23 0411990039 05 08/01/00 0 1 0411990039 O 07/01/30 0 3499276 E22/G01 F 134,000.00 ZZ 360 133,656.70 1 7233 SINGLE PINE DRIVE 10.250 1,200.78 100 10.000 1,200.78 134,000.00 LAS VEGAS NV 89128 1 06/02/00 23 0411996044 05 07/01/00 0 0411996044 O 06/01/30 0 3503313 E22/G01 F 149,650.00 ZZ 360 149,367.33 1 1305 ELSER DRIVE SE 9.750 1,285.72 107 9.250 1,285.72 139,900.00 SALEM OR 97302 1 06/01/00 23 0411971138 05 08/01/00 0 0411971138 O 07/01/30 0 3503317 E22/G01 F 181,750.00 ZZ 360 181,382.48 1 3357 TWINCREEK COURT 10.500 1,662.54 107 10.250 1,662.54 169,900.00 PALMDALE CA 93551 1 05/30/00 23 0411978356 05 07/01/00 0 0411978356 O 06/01/30 0 3503324 E22/G01 F 99,500.00 ZZ 360 99,339.74 1 3104 WEST EL PASO STREET 10.500 910.17 100 10.000 910.17 99,500.00 BROKEN ARROW OK 74012 1 06/07/00 23 0411985500 05 08/01/00 0 0411985500 O 07/01/30 0 3503327 E22/G01 F 139,050.00 ZZ 360 138,648.97 1 105 TIMBER LAKE DRIVE 11.625 1,390.28 103 11.375 1,390.28 135,000.00 ARDMORE AL 35739 1 06/06/00 23 0411992027 05 08/01/00 0 0411992027 O 07/01/30 0 1 3503328 E22/G01 F 90,000.00 ZZ 360 89,855.03 1 RT 2, BOX 51 10.500 823.27 100 10.250 823.27 90,000.00 SULPHUR SPRINGS TX 75482 1 06/07/00 23 0411993777 05 08/01/00 0 0411993777 O 07/01/30 0 3506858 E22/G01 F 165,850.00 T 360 165,548.83 1 5220 RANCHER AVENUE 11.000 1,579.43 107 10.500 1,579.43 155,000.00 LAS VEGAS NV 89108 1 05/30/00 23 0411975667 05 07/01/00 0 0411975667 O 06/01/30 0 3510826 E22/G01 F 256,000.00 ZZ 360 255,541.32 2 54 HIGHLAND AVENUE 10.000 2,246.58 100 9.750 2,246.58 256,000.00 WINTHROP MA 02152 1 06/09/00 23 0411970817 05 08/01/00 0 0411970817 O 07/01/30 0 3510827 E22/G01 F 77,750.00 ZZ 360 77,624.77 1 3500 THOMAS POINTE COURT 10.500 711.21 107 UNIT #1D 10.250 711.21 72,700.00 ABINGDON MD 21009 1 06/09/00 23 0411971781 01 08/01/00 0 0411971781 O 07/01/30 0 3510832 E22/G01 F 239,000.00 ZZ 360 238,593.95 1 9715 ORIZABA AVENUE 10.250 2,141.68 100 10.000 2,141.68 239,000.00 DOWNEY CA 90240 1 06/02/00 23 0411977143 05 08/01/00 0 0411977143 O 07/01/30 0 3510835 E22/G01 F 196,000.00 ZZ 360 195,822.83 1 2685 PONCHO COURT 13.125 2,187.32 101 12.625 2,187.32 194,500.00 1 MINDEN NV 89423 1 06/07/00 23 0411978422 03 08/01/00 0 0411978422 O 07/01/30 0 3510838 E22/G01 F 42,000.00 ZZ 360 41,932.36 1 1002 CANTON STREET 10.500 384.19 100 10.000 384.19 42,000.00 SAN ANTONIO TX 78245 1 06/09/00 23 0411982523 05 08/01/00 0 0411982523 O 07/01/30 0 3510839 E22/G01 F 126,250.00 ZZ 360 126,052.07 1 7469 SW 109TH PLACE 10.625 1,166.67 107 10.125 1,166.67 118,000.00 MIAMI FL 33173 1 06/09/00 23 0411984065 09 08/01/00 0 0411984065 O 07/01/30 0 3510846 E22/G01 F 300,000.00 ZZ 360 299,443.70 1 6104 GOLDEN SADDLE STREET 9.875 2,605.05 104 9.375 2,605.05 289,900.00 LAS VEGAS NV 89108 1 06/07/00 23 0411990625 03 08/01/00 0 0411990625 O 07/01/30 0 3510848 E22/G01 F 205,000.00 ZZ 360 204,632.70 1 8 BERRY LANE 10.000 1,799.02 100 9.750 1,799.02 205,000.00 SYLVA NC 28779 1 06/09/00 23 0411993975 05 08/01/00 0 0411993975 O 07/01/30 0 3514472 E22/G01 F 200,000.00 ZZ 360 198,147.36 1 4703 EAST ADOBE DRIVE 10.250 1,792.20 100 9.750 1,792.20 200,000.00 PHOENIX AZ 85050 1 06/06/00 23 0411971799 03 08/01/00 0 0411971799 O 07/01/30 0 1 3514478 E22/G01 F 353,100.00 ZZ 360 352,515.89 1 37035 YUMA LANE 10.375 3,196.99 107 9.875 3,196.99 330,000.00 TEMECULA CA 92592 1 06/08/00 23 411975949 05 08/01/00 0 0411975949 O 07/01/30 0 3514484 E22/G01 F 191,000.00 ZZ 360 190,692.40 2 6145 WEST 46TH AVENUE 10.500 1,747.15 100 10.000 1,747.15 191,000.00 WHEATRIDGE CO 80033 1 06/12/00 23 0411984297 05 08/01/00 0 0411984297 O 07/01/30 0 3514492 E22/G01 F 117,420.00 ZZ 360 117,186.23 1 2017 47TH AVENUE SE 9.500 987.33 103 9.000 987.33 114,000.00 ALBANY OR 97321 1 06/06/00 23 0411997901 05 08/01/00 0 0411997901 O 07/01/30 0 3518363 E22/G01 F 111,200.00 ZZ 360 109,066.53 2 629 CAMBRIDGE ST. 13.125 1,240.97 103 12.625 1,240.97 108,000.00 WORCESTER MA 01610 1 06/13/00 23 0411970288 05 08/01/00 0 0411970288 O 07/01/30 0 3518377 E22/G01 F 142,650.00 T 360 142,420.24 1 1018 WAUKAZOO AVE 10.500 1,304.88 103 10.250 1,304.88 138,500.00 PETOSKEY MI 49770 1 06/13/00 23 0411992886 05 08/01/00 0 0411992886 O 07/01/30 0 3518378 E22/G01 F 153,700.00 ZZ 360 153,417.22 1 1 3403 DRIFTWOOD PASS DRIVE 9.875 1,334.65 106 9.375 1,334.65 145,000.00 SAN ANTONIO TX 78247 1 06/13/00 23 0411994445 03 08/01/00 0 0411994445 O 07/01/30 0 3518382 E22/G01 F 119,000.00 ZZ 360 118,808.35 1 1013 MAYAPPLE DRIVE 10.500 1,088.54 104 10.000 1,088.54 115,000.00 GARLAND TX 75043 1 06/12/00 23 0411995970 05 08/01/00 0 0411995970 O 07/01/30 0 3522719 E22/G01 F 61,600.00 ZZ 360 61,534.14 1 2810 PORTGAGE RD. 12.375 651.46 103 11.875 651.46 59,900.00 NILES MI 49120 1 06/14/00 23 0411981434 05 08/01/00 0 0411981434 O 07/01/30 0 3522720 E22/G01 F 187,250.00 ZZ 360 186,971.81 1 3800 KENMORE 10.875 1,765.56 107 10.625 1,765.56 175,000.00 BERKLEY MI 48072 1 06/14/00 23 0411984206 05 08/01/00 0 0411984206 O 07/01/30 0 3522732 E22/G01 F 84,300.00 ZZ 360 84,151.70 1 705 EMILY LANE 10.250 755.41 107 10.000 755.41 79,100.00 WINCHESTER VA 22602 1 06/14/00 23 0411992621 09 08/01/00 0 0411992621 O 07/01/30 0 3522742 E22/G01 F 171,550.00 ZZ 360 171,258.54 1 3008 ASHTON PARK DRIVE 10.250 1,537.26 104 9.750 1,537.26 166,000.00 PEARLAND TX 77584 1 06/14/00 23 0412003931 03 08/01/00 0 1 0412003931 O 07/01/30 0 3526052 E22/G01 F 63,000.00 ZZ 360 62,898.52 1 12 SEAVIEW DRIVE 10.500 576.29 100 10.000 576.29 63,000.00 ORMOND BEACH FL 32176 1 06/12/00 23 0411975931 05 08/01/00 0 0411975931 O 07/01/30 0 3526053 E22/G01 F 116,095.00 ZZ 360 115,857.72 1 26051 SOUTH VERMONT AVENUE 9.375 965.62 107 UNIT # 205C 9.125 965.62 108,500.00 LOS ANGELES CA 90710 1 06/09/00 23 0411978877 01 08/01/00 0 0411978877 O 07/01/30 0 3526059 E22/G01 F 147,050.00 ZZ 360 146,757.21 1 522 MAYRANT DRIVE 9.500 1,236.48 107 9.250 1,236.48 137,500.00 DALLAS TX 75224 1 06/15/00 23 0411988306 05 08/01/00 0 0411988306 O 07/01/30 0 3526061 E22/G01 F 274,000.00 ZZ 360 273,454.47 1 5322 SWINDON ROAD 9.500 2,303.94 100 9.250 2,303.94 274,000.00 ROCKLIN CA 95765 1 06/07/00 23 0411994015 05 08/01/00 0 0411994015 O 07/01/30 0 3526063 E22/G01 F 168,750.00 ZZ 360 168,234.55 1 2024 LOREAN COURT 9.875 1,465.34 105 9.375 1,465.34 160,750.00 HURST TX 76054 1 06/15/00 23 0411996747 05 08/01/00 0 0411996747 O 07/01/30 0 1 3529697 E22/G01 F 155,150.00 ZZ 360 154,721.03 1 10950 PRESTON 11.000 1,477.53 107 10.750 1,477.53 145,000.00 BRITTON MI 49229 1 06/16/00 00 0411971369 05 08/01/00 0 0411971369 O 07/01/30 0 3529699 E22/G01 F 210,000.00 ZZ 360 209,603.31 1 1025 COUNTRY RIDGE DRIVE 9.750 1,804.22 100 9.500 1,804.22 210,000.00 SPARKS NV 89434 1 06/13/00 23 0411971971 03 08/01/00 0 0411971971 O 07/01/30 0 3529705 E22/G01 F 190,000.00 ZZ 360 189,738.15 1 11648 PERSIMMON BLVD. 14.500 2,326.66 100 14.000 2,326.66 190,000.00 ROYAL PALM BEAC FL 33411 1 06/16/00 23 0411987621 05 08/01/00 0 0411987621 O 07/01/30 0 3529709 E22/G01 F 125,000.00 ZZ 360 124,804.02 1 23 LOWER GILMAN ST. 10.625 1,155.12 107 10.375 1,155.12 117,000.00 ST. ALBANS VT 05478 1 06/16/00 23 0411989049 05 08/01/00 0 0411989049 O 07/01/30 0 3529712 E22/G01 F 77,000.00 ZZ 360 76,872.64 1 17361 ARDMORE 10.375 697.16 107 10.125 697.16 72,000.00 DETROIT MI 48235 1 06/16/00 23 0411990781 05 08/01/00 0 0411990781 O 07/01/30 0 3529713 E22/G01 F 127,200.00 ZZ 360 126,995.13 1 16087 EAST CORNWALL DRIVE 10.500 1,163.55 107 10.000 1,163.55 118,900.00 1 LOXAHATCHEE FL 33470 1 06/16/00 23 0411992712 05 08/01/00 0 0411992712 O 07/01/30 0 3529715 E22/G01 F 65,900.00 ZZ 360 65,821.30 1 1604 WATKINS ROAD 11.875 671.52 103 11.625 671.52 64,000.00 COLUMBUS OH 43207 1 06/16/00 23 0411994429 05 08/01/00 0 0411994429 O 07/01/30 0 3529717 E22/G01 F 121,600.00 ZZ 360 121,366.20 1 692 DEGAGE STREET 9.875 1,055.91 95 9.625 1,055.91 128,000.00 EAST WENATCHEE WA 98802 1 06/15/00 23 0411999931 05 08/01/00 0 0411999931 O 07/01/30 0 3529718 E22/G01 F 222,300.00 ZZ 360 221,769.75 1 3627 48TH AVENUE SOUTHWEST 10.250 1,992.03 100 10.000 1,992.03 222,300.00 SEATTLE WA 98116 1 06/12/00 23 0412000788 05 08/01/00 0 0412000788 O 07/01/30 0 3529719 E22/G01 F 55,000.00 ZZ 360 54,862.25 1 16855 WEST RIVERDALE DRIVE 10.500 503.11 100 10.250 503.11 55,000.00 DETROIT MI 48219 1 06/16/00 23 0412001117 05 08/01/00 0 0412001117 O 07/01/30 0 3529721 E22/G01 F 165,000.00 ZZ 360 164,564.97 1 1210 FIFTH AVENUE WEST 10.500 1,509.32 100 10.250 1,509.32 165,000.00 HENDERSONVILLE NC 28739 1 06/16/00 23 0412002966 05 08/01/00 0 0412002966 O 07/01/30 0 1 3529726 E22/G01 F 58,850.00 ZZ 360 58,755.24 1 10702 FLAXMAN STREET 10.500 538.32 107 10.000 538.32 55,000.00 HOUSTON TX 77029 1 06/16/00 23 0412009755 03 08/01/00 0 0412009755 O 07/01/30 0 3533689 E22/G01 F 97,700.00 ZZ 360 97,618.86 1 410 PEARL DRIVE 13.500 1,119.07 103 13.000 1,119.07 94,900.00 BELGRADE MT 59714 1 06/13/00 23 0411994056 05 08/01/00 0 0411994056 O 07/01/30 0 3533695 E22/G01 F 185,000.00 ZZ 360 184,402.86 1 4120 ANGELA STREET 10.375 1,675.00 100 10.125 1,675.00 185,000.00 SIMI VALLEY CA 93063 1 06/13/00 23 0411997018 05 08/01/00 0 0411997018 O 07/01/30 0 3533701 E22/G01 F 175,350.00 ZZ 360 175,018.74 1 4405 BARWYN LANE 9.750 1,506.53 107 9.250 1,506.53 163,900.00 PLANO TX 75093 1 06/19/00 23 0411998065 03 08/01/00 0 0411998065 O 07/01/30 0 3533703 E22/G01 F 169,950.00 ZZ 360 169,637.32 1 8500 FALMOUTH AVENUE 9.875 1,475.76 103 (PLAYA DEL REY) UNIT # 3110 9.375 1,475.76 165,000.00 LOS ANGELES CA 90293 1 06/12/00 23 0412001026 01 08/01/00 0 0412001026 O 07/01/30 0 3533711 E22/G01 F 69,250.00 ZZ 360 68,189.73 1 1 1567 SEABROOK ROAD 10.500 633.46 100 10.250 633.46 69,250.00 DAYTON OH 45432 1 06/19/00 23 0412006512 05 08/01/00 0 0412006512 O 07/01/30 0 3533715 E22/G01 F 122,000.00 ZZ 360 121,757.11 1 1286 KEARNEY STREET 9.500 1,025.84 103 9.250 1,025.84 119,500.00 DENVER CO 80220 1 06/19/00 23 0412010696 07 08/01/00 0 0412010696 O 07/01/30 0 3538016 E22/G01 F 170,000.00 ZZ 360 169,718.79 1 7822 LOUISE AVENUE 10.375 1,539.19 100 9.875 1,539.19 170,000.00 NORTHRIDGE CA 91325 1 06/16/00 23 0411992803 05 08/01/00 0 0411992803 O 07/01/30 0 3538028 E22/G01 F 226,600.00 ZZ 360 226,329.37 1 7513 ZURICH DRIVE 11.875 2,309.06 103 11.375 2,309.06 220,000.00 PLANO TX 75025 1 06/19/00 23 0412008195 03 08/01/00 0 0412008195 O 07/01/30 0 3541588 E22/G01 F 114,500.00 ZZ 360 114,244.63 1 715 NORTH 28TH STREET 9.875 994.26 106 9.375 994.26 108,500.00 YAKIMA WA 98901 1 06/16/00 23 0411981665 05 08/01/00 0 0411981665 O 07/01/30 0 3541591 E22/G01 F 158,750.00 ZZ 360 158,507.71 1 93914 PRAIRIE ROAD 10.750 1,481.90 103 10.500 1,481.90 154,900.00 JUNCTION CITY OR 97448 1 06/16/00 23 0411987118 05 08/01/00 0 1 0411987118 O 07/01/30 0 3541599 E22/G01 F 298,597.00 ZZ 360 298,188.04 1 10077 NORTH MYSTIC CIRCLE 11.250 2,900.16 103 11.000 2,900.16 289,900.00 HIGHLAND UT 84003 1 06/20/00 23 0411996275 05 08/01/00 0 0411996275 O 07/01/30 0 3541607 E22/G01 F 268,000.00 ZZ 360 267,487.78 1 5315 BLAZING STAR ROAD 10.000 2,351.89 104 9.750 2,351.89 259,000.00 CHEYENNE WY 82009 1 06/21/00 23 0412006892 05 08/01/00 0 0412006892 O 07/01/30 0 3541610 E22/G01 F 300,000.00 ZZ 360 299,516.82 1 113 TALLSTAR DRIVE 10.500 2,744.22 100 10.250 2,744.22 301,700.00 AUSTIN TX 78734 1 06/21/00 23 0412011132 05 08/01/00 0 0412011132 O 07/01/30 0 3541611 E22/G01 F 87,000.00 ZZ 360 86,852.18 1 775 AITKEN STREET 10.250 779.61 100 10.000 779.61 87,000.00 RENO NV 89502 1 06/19/00 23 0412011488 05 08/01/00 0 0412011488 O 07/01/30 0 3546300 E22/G01 F 331,700.00 ZZ 360 331,105.69 1 7611 JULIETTE LOW DRIVE 10.000 2,910.90 107 9.750 2,910.90 310,000.00 HUNTINGTON BEAC CA 92647 1 06/19/00 23 0411992316 05 08/01/00 0 0411992316 O 07/01/30 0 1 3546302 E22/G01 F 172,350.00 ZZ 360 172,057.19 1 5017 OPAL CREEK COURT 10.250 1,544.43 107 10.000 1,544.43 161,110.00 ELK GROVE CA 95758 1 06/16/00 23 0411993744 05 08/01/00 0 0411993744 O 07/01/30 0 3546303 E22/G01 F 56,500.00 ZZ 360 56,398.74 1 512 WEST NORTH BAY STREET 10.000 495.83 107 9.500 495.83 53,000.00 TAMPA FL 33603 1 06/22/00 23 0411993934 05 08/01/00 0 0411993934 O 07/01/30 0 3546304 E22/G01 F 144,350.00 ZZ 360 144,084.43 1 3225 NIGHTINGALE DRIVE 9.875 1,253.46 105 9.375 1,253.46 137,500.00 MODESTO CA 95356 1 06/21/00 23 0411994031 05 08/01/00 0 0411994031 O 07/01/30 0 3546306 E22/G01 F 205,600.00 ZZ 360 204,888.66 1 4642 BALBOA WAY 9.875 1,785.32 105 9.375 1,785.32 197,500.00 FREMONT CA 94536 1 06/15/00 23 0411995137 09 08/01/00 0 0411995137 O 07/01/30 0 3546316 E22/G01 F 217,500.00 ZZ 360 217,149.71 1 3530 LARK MEADOW WAY 10.500 1,989.56 100 10.250 1,989.56 217,500.00 DALLAS TX 75287 1 06/22/00 23 0412014003 05 08/01/00 0 0412014003 O 07/01/30 0 3546317 E22/G01 F 118,000.00 ZZ 360 117,804.80 1 5291 E. GRAND RIVER 10.375 1,068.38 100 10.125 1,068.38 118,000.00 1 HOWELL MI 48843 1 06/22/00 23 0412018384 05 08/01/00 0 0412018384 O 07/01/30 0 3546611 526/G01 F 256,500.00 ZZ 360 255,907.69 1 13575 EUCALYPTUS ST 9.875 2,227.31 100 9.625 2,227.31 256,500.00 TUSTIN CA 92782 1 05/29/00 23 0432111243 01 07/01/00 0 0407372 O 06/01/30 0 3549901 E22/G01 F 72,750.00 ZZ 360 72,638.96 1 4854 LAVENTANA DRIVE 10.750 679.11 107 10.250 679.11 68,000.00 PENSACOLA FL 32526 1 06/23/00 23 0411993751 05 08/01/00 0 0411993751 O 07/01/30 0 3549902 E22/G01 F 224,700.00 ZZ 360 224,277.08 1 3556 HEARST DRIVE 10.375 2,034.45 107 9.875 2,034.45 210,000.00 SIMI VALLEY CA 93063 1 06/16/00 23 0411994197 05 08/01/00 0 0411994197 O 07/01/30 0 3549907 E22/G01 F 93,000.00 ZZ 360 92,837.71 1 50460 BAY RUN NORTH 10.125 824.75 100 9.875 824.75 93,000.00 CHESTERFIELD TW MI 48047 1 06/23/00 23 0412003493 01 08/01/00 0 0412003493 O 07/01/30 0 3549910 E22/G01 F 136,200.00 ZZ 360 136,050.30 1 1603 COUNTY ROAD GG 12.250 1,427.23 103 11.750 1,427.23 132,250.00 NEW RICHMOND WI 54017 1 06/23/00 23 0412009748 05 08/01/00 0 0412009748 O 07/01/30 0 1 3549914 E22/G01 F 160,500.00 ZZ 360 160,234.49 1 2140 WEST GILL PLACE 10.375 1,453.18 107 10.125 1,453.18 150,000.00 DENVER CO 80223 1 06/23/00 23 0412012601 05 08/01/00 0 0412012601 O 07/01/30 0 3549916 E22/G01 F 118,000.00 ZZ 360 117,804.80 1 632-34 AMELIA STREET 10.375 1,068.38 100 10.125 1,068.38 118,000.00 GRETNA LA 70053 1 06/23/00 23 0412014797 05 08/01/00 0 0412014797 O 07/01/30 0 3553183 E22/G01 F 106,400.00 ZZ 360 106,138.13 1 7809 SKANDER WAY 9.875 923.92 107 9.625 923.92 99,500.00 SACRAMENTO CA 95828 1 06/20/00 23 0411987670 05 08/01/00 0 0411987670 O 07/01/30 0 3553187 E22/G01 F 118,500.00 ZZ 360 118,257.82 1 242 CANAL DRIVE NE 9.375 985.62 106 9.125 985.62 112,000.00 OCEAN SHORES WA 98569 1 06/22/00 23 0411993272 03 08/01/00 0 0411993272 O 07/01/30 0 3553201 E22/G01 F 101,300.00 ZZ 360 101,132.41 1 14483 EAST JEWELL AVENUE 10.375 917.18 107 UNIT # 104 10.125 917.18 95,000.00 AURORA CO 80012 1 06/26/00 23 0412012940 01 08/01/00 0 0412012940 O 07/01/30 0 3557121 E22/G01 F 289,950.00 ZZ 360 289,430.47 1 1 1209 CLAREMONT COURT 10.000 2,544.52 100 9.500 2,544.52 289,950.00 BRENTWOOD CA 94513 1 06/15/00 23 0411987415 05 08/01/00 0 0411987415 O 07/01/30 0 3557125 E22/G01 F 127,400.00 ZZ 360 127,159.35 1 2015 PECAN DRIVE 9.750 1,094.56 107 9.250 1,094.56 120,000.00 PORTLAND TX 78374 1 06/23/00 23 0411990963 05 08/01/00 0 0411990963 O 07/01/30 0 3557129 E22/G01 F 116,500.00 ZZ 360 116,302.06 1 1715 MESA DRIVE 10.250 1,043.96 100 9.750 1,043.96 116,500.00 LANCASTER CA 93535 1 06/20/00 23 0411999097 05 08/01/00 0 0411999097 O 07/01/30 0 3557137 E22/G01 F 164,650.00 ZZ 360 164,322.17 1 26044 VIA PERA 9.500 1,384.47 103 9.000 1,384.47 159,900.00 MISSION VIEJO CA 92691 1 06/21/00 23 0412008823 01 08/01/00 0 0412008823 O 07/01/30 0 3557145 E22/G01 F 95,900.00 ZZ 360 95,741.35 1 43 CHURCHILL LANE 10.375 868.29 100 10.125 868.29 95,900.00 POTTSBORO TX 75076 1 06/26/00 23 0412023897 05 08/01/00 0 0412023897 O 07/01/30 0 3560713 E22/G01 F 66,300.00 ZZ 360 66,190.34 1 1125 MELONWOOD AVENUE 10.375 600.28 107 9.875 600.28 62,000.00 CLEARWATER FL 33759 1 06/28/00 23 0411978125 05 08/01/00 0 1 0411978125 O 07/01/30 0 3560718 E22/G01 F 147,000.00 ZZ 360 146,566.63 1 45358 GABLE SQUARE 9.500 1,236.06 105 9.250 1,236.06 140,000.00 STERLING VA 20164 1 06/28/00 23 0411987142 09 08/01/00 0 0411987142 O 07/01/30 0 3560722 E22/G01 F 151,900.00 ZZ 360 151,605.41 1 1318 EAST 12TH AVENUE 9.625 1,291.13 107 9.125 1,291.13 141,973.00 SPOKANE WA 99202 1 06/22/00 23 0411988751 05 08/01/00 0 0411988751 O 07/01/30 0 3560724 E22/G01 F 152,700.00 ZZ 360 152,379.65 1 17722 APPLEGATE STREET SW 9.250 1,256.23 107 9.000 1,256.23 143,000.00 ROCHESTER WA 98579 1 06/12/00 23 0411991540 05 08/01/00 0 0411991540 O 07/01/30 0 3560730 E22/G01 F 125,940.00 ZZ 360 125,689.26 1 6105 COYLE AVENUE 9.500 1,058.97 105 9.000 1,058.97 119,950.00 CARMICHAEL CA 95608 1 06/15/00 23 0412000994 05 08/01/00 0 0412000994 O 07/01/30 0 3560732 E22/G01 F 127,000.00 ZZ 360 126,733.36 1 2608 BELMONT COURT 10.250 1,138.05 100 9.750 1,138.05 127,000.00 FLOWER MOUND TX 75028 1 06/28/00 23 0412001786 05 08/01/00 0 0412001786 O 07/01/30 0 1 3560746 E22/G01 F 190,000.00 ZZ 360 189,694.01 1 2417 MATTHEWS MINT HILL ROAD 10.500 1,738.00 100 10.250 1,738.00 190,000.00 MATTHEWS NC 28105 1 06/27/00 23 0412011983 05 08/01/00 0 0412011983 O 07/01/30 0 3560752 E22/G01 F 231,100.00 ZZ 360 230,685.91 1 9377 MALHEUR WAY 10.000 2,028.07 107 9.500 2,028.07 216,000.00 ELK GROVE CA 95758 1 06/21/00 00 0412017220 05 08/01/00 0 0412017220 O 07/01/30 0 3560756 E22/G01 F 56,050.00 ZZ 360 55,959.74 1 2901 FIORE WAY, UNIT # 106 10.500 512.71 95 10.000 512.71 59,000.00 DELRAY BEACH FL 33445 1 06/28/00 23 0412019614 01 08/01/00 0 0412019614 O 07/01/30 0 3560758 E22/G01 F 140,150.00 ZZ 360 139,936.11 1 7306 116TH AVENUE NORTHEAST 10.750 1,308.27 107 10.500 1,308.27 131,000.00 KIRKLAND WA 98033 1 06/22/00 23 0412022121 05 08/01/00 0 0412022121 O 07/01/30 0 3560762 E22/G01 F 186,500.00 ZZ 360 186,191.51 1 408 TIMBERLANE STREET 10.375 1,688.58 100 10.125 1,688.58 186,500.00 POST FALLS ID 83854 1 06/26/00 23 0412025496 05 08/01/00 0 0412025496 O 07/01/30 0 3564543 E22/G01 F 123,600.00 ZZ 360 123,518.33 1 5088 SOUTH 106 AVE 14.500 1,513.55 103 14.250 1,513.55 120,000.00 1 OMAHA NE 68127 1 06/29/00 23 0411966104 05 08/01/00 0 0411966104 O 07/01/30 0 3564546 E22/G01 F 133,900.00 ZZ 360 133,740.09 1 12253 LACEWOOD LANE 11.875 1,364.44 103 11.375 1,364.44 130,000.00 WELLINGTON FL 33414 1 06/29/00 23 0411970296 03 08/01/00 0 0411970296 O 07/01/30 0 3564548 E22/G01 F 276,300.00 ZZ 360 275,900.48 1 311 BROOKWOOD FOREST DRIVE 11.000 2,631.27 103 10.500 2,631.27 268,280.00 SUNNYVALE TX 75182 1 06/29/00 23 0411971450 03 08/01/00 0 0411971450 O 07/01/30 0 3564552 E22/G01 F 164,500.00 ZZ 360 164,227.89 1 21718 SW ARIKARA COURT 10.375 1,489.39 107 10.125 1,489.39 154,500.00 TUALATIN OR 97062 1 06/22/00 23 0411981582 05 08/01/00 0 0411981582 O 07/01/30 0 3564553 E22/G01 F 119,500.00 ZZ 360 119,274.26 2 1727 JOHNSON STREET 9.750 1,026.69 100 9.500 1,026.69 119,500.00 HOLLYWOOD FL 33020 1 06/29/00 23 0411982895 05 08/01/00 0 0411982895 O 07/01/30 0 3564554 E22/G01 F 158,000.00 ZZ 360 157,709.31 1 16220 14TH AVENUE SOUTHWEST 9.875 1,371.99 100 9.625 1,371.99 158,000.00 BURIEN WA 98166 1 06/22/00 23 0411984396 05 08/01/00 0 0411984396 O 07/01/30 0 1 3564557 E22/G01 F 139,000.00 ZZ 360 138,730.40 1 15618 HOLMES CIRCLE 9.625 1,181.49 107 9.375 1,181.49 130,000.00 OMAHA NE 68135 1 06/29/00 23 0411989742 05 08/01/00 0 0411989742 O 07/01/30 0 3564574 E22/G01 F 156,500.00 ZZ 360 156,297.03 1 869 BARLING 11.500 1,549.81 103 11.250 1,549.81 152,000.00 CRYSTAL LAKE IL 60014 1 06/29/00 23 0412006900 05 08/01/00 0 0412006900 O 07/01/30 0 3564576 E22/G01 F 60,800.00 ZZ 360 60,702.09 1 24 EHRMAN AVENUE 10.500 556.16 95 10.250 556.16 64,000.00 CINCINNATI OH 45220 1 06/29/00 23 0412007973 05 08/01/00 0 0412007973 N 07/01/30 0 3564578 E22/G01 F 300,000.00 ZZ 360 299,503.73 1 1814 JUPITER HILLS ROAD 10.375 2,716.22 98 10.125 2,716.22 306,865.00 CORONA CA 92883 1 06/26/00 23 0412009250 01 08/01/00 0 0412009250 O 07/01/30 0 3564588 E22/G01 F 124,950.00 ZZ 360 124,681.00 1 6534 BELL BLUFF AVENUE 9.125 1,016.63 105 8.875 1,016.63 119,000.00 SAN DIEGO CA 92119 1 06/27/00 23 0412019663 01 08/01/00 0 0412019663 O 07/01/30 0 3564593 E22/G01 F 65,400.00 T 360 65,291.80 1 1 8007 APRIL BEND 10.375 592.14 103 10.125 592.14 63,500.00 SAN ANTONIO TX 78250 1 06/28/00 23 0412025249 05 08/01/00 0 0412025249 O 07/01/30 0 3564595 E22/G01 F 180,000.00 ZZ 360 179,701.23 1 344 S. TRYON 10.375 1,629.73 100 10.125 1,629.73 180,000.00 WOODSTOCK IL 60098 1 06/29/00 23 0412027559 05 08/01/00 0 0412027559 O 07/01/30 0 3564596 E22/G01 F 47,500.00 ZZ 360 47,423.51 1 1113 SOUTH BROOM STREET 10.500 434.50 95 10.250 434.50 50,000.00 WILMINGTON DE 19805 1 06/29/00 23 0412027716 07 08/01/00 0 0412027716 N 07/01/30 0 3564599 E22/G01 F 74,100.00 ZZ 360 73,980.68 1 1255 GLEN FOREST WAY 10.500 677.82 95 10.000 677.82 78,000.00 DECATUR GA 30032 1 06/29/00 23 0412030264 05 08/01/00 0 0412030264 N 07/01/30 0 3564600 E22/G01 F 93,050.00 ZZ 360 92,667.11 1 8030 HWY 90 9.625 790.92 107 9.375 790.92 87,000.00 ROANOKE LA 70581 1 06/29/00 23 0412030496 05 08/01/00 0 0412030496 O 07/01/30 0 3564603 E22/G01 F 49,750.00 ZZ 360 49,351.12 1 3804 RADFORD ROAD 9.750 427.43 107 9.500 427.43 46,500.00 FT WORTH TX 76119 1 06/29/00 23 0412031809 05 08/01/00 0 1 0412031809 O 07/01/30 0 3570069 E22/G01 F 136,850.00 ZZ 360 136,629.60 1 4213 SUMMERDALE DRIVE 10.500 1,251.82 107 10.000 1,251.82 127,900.00 TAMPA FL 33624 1 06/30/00 23 0411990989 05 08/01/00 0 0411990989 O 07/01/30 0 3570072 E22/G01 F 138,600.00 ZZ 360 138,316.75 1 12543 WINFIELD SCOTT BLVD 9.375 1,152.80 106 8.875 1,152.80 131,962.00 ORLANDO FL 32837 1 06/30/00 23 0411992530 03 08/01/00 0 0411992530 O 07/01/30 0 3570074 E22/G01 F 62,500.00 ZZ 360 62,364.18 1 1044 EAST 2ND STREET 10.500 571.71 105 10.000 571.71 60,000.00 WEISER ID 83672 1 06/26/00 23 0411996101 05 08/01/00 0 0411996101 O 07/01/30 0 3570075 E22/G01 F 80,750.00 ZZ 360 80,619.95 2 17368-70 LANE AVENUE 10.500 738.65 95 10.250 738.65 85,000.00 SPRING LAKE MI 49409 1 06/30/00 23 0411996663 05 08/01/00 0 0411996663 N 07/01/30 0 3570094 E22/G01 F 64,850.00 ZZ 360 64,730.70 1 1246 NORTH CONCORD ROAD 9.875 563.12 103 9.375 563.12 63,000.00 CHATANOOGA TN 37421 1 06/30/00 23 0412008146 05 08/01/00 0 0412008146 O 07/01/30 0 1 3570095 E22/G01 F 129,450.00 ZZ 360 129,218.04 1 19501 CAROLINA CIRCLE 10.000 1,136.02 107 9.500 1,136.02 121,000.00 BOCA RATON FL 33434 1 06/30/00 23 0412009151 03 08/01/00 0 0412009151 O 07/01/30 0 3570101 E22/G01 F 55,900.00 ZZ 360 55,779.51 1 1837 BOUGH AVE., UNIT # C 10.000 490.56 106 9.500 490.56 52,900.00 CLEARWATER FL 33760 1 06/30/00 23 0412011751 01 08/01/00 0 0412011751 O 07/01/30 0 3570102 E22/G01 F 136,650.00 ZZ 360 136,423.93 1 3826 VAN NESS LANE 10.375 1,237.24 102 10.125 1,237.24 134,000.00 DALLAS TX 75220 1 06/29/00 23 0412012312 05 08/01/00 0 0412012312 O 07/01/30 0 3570108 E22/G01 F 216,550.00 ZZ 360 216,191.77 1 149 BLOOMFIELD LANE 10.375 1,960.66 95 10.125 1,960.66 227,990.00 LAS FLORES AREA CA 92688 1 06/26/00 23 0412015109 01 08/01/00 0 0412015109 N 07/01/30 0 3570109 E22/G01 F 244,600.00 ZZ 360 244,137.95 1 5400 INCLINE DRIVE 9.750 2,101.49 100 9.500 2,101.49 244,629.00 NASHVILLE TN 37211 1 06/30/00 23 0412015513 03 08/01/00 0 0412015513 O 07/01/30 0 3570115 E22/G01 F 107,000.00 ZZ 360 106,787.69 1 12159 N. 59TH STREET 10.250 958.83 107 9.750 958.83 100,009.00 1 ROYAL PALM BEAC FL 33411 1 06/30/00 23 0412018723 05 08/01/00 0 0412018723 O 07/01/30 0 3570116 E22/G01 F 133,100.00 ZZ 360 132,896.87 1 2018 NORMANDY CIRCLE 10.750 1,242.46 104 10.500 1,242.46 128,000.00 WEST PALM BEACH FL 33409 1 06/30/00 23 0412019713 03 08/01/00 0 0412019713 O 07/01/30 0 3570129 E22/G01 F 67,400.00 ZZ 360 67,279.26 1 1891 FM 1189 10.000 591.48 107 9.750 591.48 63,000.00 BROCK TX 76087 1 06/30/00 23 0412024531 05 08/01/00 0 0412024531 O 07/01/30 0 3570134 E22/G01 F 205,600.00 ZZ 360 205,259.88 1 7140 COTTON DRIVE 10.375 1,861.52 100 10.125 1,861.52 205,600.00 COLORADO SPRING CO 80918 1 06/30/00 23 0412025066 05 08/01/00 0 0412025066 O 07/01/30 0 3570143 E22/G01 F 92,000.00 ZZ 360 91,835.15 1 7511 BRADLEY 10.000 807.37 106 9.750 807.37 86,900.00 ADDIS LA 70710 1 06/30/00 23 0412030439 05 08/01/00 0 0412030439 O 07/01/30 0 3570144 E22/G01 F 90,000.00 ZZ 360 89,851.10 1 11816 BRISTOL TERRACE 10.375 814.87 100 10.125 814.87 90,000.00 KANSAS CITY MO 64134 1 06/30/00 23 0412031106 05 08/01/00 0 0412031106 O 07/01/30 0 1 3574718 E22/G01 F 72,500.00 ZZ 360 72,370.10 1 1776 BEVERLY AVENUE 10.000 636.24 100 9.500 636.24 72,500.00 OLIVEHURST CA 95961 1 06/21/00 23 0412001091 05 08/01/00 0 0412001091 O 07/01/30 0 3574733 E22/G01 F 222,500.00 ZZ 360 222,121.95 1 9329 CALTROP COURT 10.250 1,993.83 104 10.000 1,993.83 215,000.00 FAIR OAKS CA 95628 1 06/29/00 23 0412015737 05 08/01/00 0 0412015737 O 07/01/30 0 3574746 E22/G01 F 127,000.00 ZZ 360 126,855.28 1 725 W BRECKENRIDGE 10.750 1,185.52 107 10.500 1,185.52 119,000.00 FERNDALE MI 48220 1 07/05/00 23 0412029076 05 09/01/00 0 0412029076 O 08/01/30 0 3574749 E22/G01 F 267,400.00 ZZ 360 267,022.69 1 21112 AVENUE SAN LUIS 9.750 2,297.38 107 9.250 2,297.38 249,950.00 WOODLAND HILLS CA 91364 1 06/29/00 23 0412031569 05 09/01/00 0 0412031569 O 08/01/30 0 3574754 E22/G01 F 157,700.00 ZZ 360 157,439.11 1 12609 19TH PLACE SE 10.375 1,427.83 100 10.125 1,427.83 157,700.00 LAKE STEVENS WA 98258 1 06/30/00 23 0412035248 05 08/01/00 0 0412035248 O 07/01/30 0 3578494 E22/G01 F 77,000.00 ZZ 360 76,846.68 1 1 1725 EAST QUEEN AVENUE 9.500 647.46 107 9.250 647.46 72,000.00 SPOKANE WA 99207 1 06/26/00 23 0411985351 05 08/01/00 0 0411985351 O 07/01/30 0 3578496 E22/G01 F 205,400.00 ZZ 360 205,110.19 1 3824 ARDEN WAY 9.750 1,764.70 107 9.250 1,764.70 192,000.00 SACRAMENTO CA 95864 1 06/29/00 23 0411993850 05 09/01/00 0 0411993850 O 08/01/30 0 3578497 E22/G01 F 154,700.00 ZZ 360 154,503.71 2 3826-3828 ARDEN WAY 10.250 1,386.27 95 9.750 1,386.27 162,900.00 SACRAMENTO CA 95864 1 06/29/00 23 0411993926 05 09/01/00 0 0411993926 N 08/01/30 0 3578502 E22/G01 F 38,950.00 ZZ 360 38,903.16 1 497 EIGHTH STREET 10.500 356.29 95 10.250 356.29 41,000.00 STRUTHERS OH 44471 1 07/06/00 23 0412003063 05 09/01/00 0 0412003063 N 08/01/30 0 3578511 E22/G01 F 193,350.00 ZZ 360 193,003.58 1 3478 GRANDI CIRCLE 10.000 1,696.78 100 9.750 1,696.78 193,380.00 STOCKTON CA 95209 1 06/29/00 23 0412018822 03 08/01/00 0 0412018822 O 07/01/30 0 3578513 E22/G01 F 212,500.00 ZZ 360 212,148.47 1 1010 SUMMERPLACE DRIVE 10.375 1,923.99 100 10.125 1,923.99 212,500.00 SAN JOSE CA 95122 1 06/29/00 23 0412022535 01 08/01/00 0 1 0412022535 O 07/01/30 0 3583101 E22/G01 F 134,200.00 ZZ 360 134,015.59 1 1022 WEST 19TH AVENUE 9.875 1,165.32 105 9.625 1,165.32 127,900.00 SPOKANE WA 99203 1 06/27/00 23 0411986680 05 09/01/00 0 0411986680 O 08/01/30 0 3583103 E22/G01 F 166,000.00 ZZ 360 165,732.63 1 511 BASELINE 10.500 1,518.47 100 10.250 1,518.47 166,000.00 NORTHVILLE MI 48167 1 06/28/00 23 0412001372 05 08/01/00 0 0412001372 O 07/01/30 0 3583108 E22/G01 F 400,000.00 ZZ 360 399,492.46 1 6827 117TH AVENUE NE 10.250 3,584.41 105 10.000 3,584.41 384,000.00 KIRKLAND WA 98033 1 06/26/00 23 0412012890 03 09/01/00 0 0412012890 O 08/01/30 0 3583109 E22/G01 F 130,500.00 ZZ 360 130,246.89 1 19536 NORTH RIVER DRIVE 9.625 1,109.24 107 9.125 1,109.24 122,000.00 TEQUESTA FL 33469 1 07/07/00 23 0412014193 05 08/01/00 0 0412014193 O 07/01/30 0 3583121 E22/G01 F 151,000.00 ZZ 360 150,786.95 1 4145 ROYAL OAK DRIVE 9.750 1,297.32 102 9.250 1,297.32 148,500.00 PALM BEACH GARD FL 33410 1 07/07/00 23 0412029738 09 09/01/00 0 0412029738 O 08/01/30 0 1 3583124 E22/G01 F 203,800.00 ZZ 360 203,554.90 1 2871 EAST GREEN CANYON DRIVE 10.500 1,864.24 107 10.250 1,864.24 190,550.00 MERIDIAN ID 83642 1 07/06/00 23 0412032062 03 09/01/00 0 0412032062 O 08/01/30 0 3583127 E22/G01 F 353,100.00 ZZ 360 352,651.99 1 2855 SAN FERNANDO ROAD 10.250 3,164.13 107 10.000 3,164.13 330,000.00 ATASCADERO CA 93422 1 07/03/00 23 0412035255 05 09/01/00 0 0412035255 O 08/01/30 0 3583133 E22/G01 F 224,000.00 ZZ 360 223,751.56 1 6541 ANITA STREET 10.875 2,112.07 103 10.625 2,112.07 217,500.00 DALLAS TX 75214 1 07/07/00 23 0412041477 05 09/01/00 0 0412041477 O 08/01/30 0 3589178 E22/G01 F 271,500.00 ZZ 360 271,126.89 1 8956 WOODLEY AVENUE 9.875 2,357.57 105 9.375 2,357.57 260,000.00 NORTH HILLS CA 91343 1 07/03/00 23 0412029597 05 09/01/00 0 0412029597 O 08/01/30 0 3589179 E22/G01 F 160,000.00 ZZ 360 159,791.49 1 4413 LAKE SHERWOOD EAST 10.125 1,418.92 100 9.875 1,418.92 160,000.00 BATON ROUGE LA 70816 1 07/10/00 23 0412030934 05 09/01/00 0 0412030934 O 08/01/30 0 3589181 E22/G01 F 157,250.00 ZZ 360 156,996.73 1 14608 SE OATFIELD ROAD 10.500 1,438.43 107 10.000 1,438.43 147,000.00 1 MILWAUKIE OR 97267 1 07/05/00 23 0412032922 05 08/01/00 0 0412032922 O 07/01/30 0 3591732 526/G01 F 287,900.00 ZZ 360 287,436.34 1 4292 BRIDGEWAY ST 10.500 2,633.53 100 10.250 2,633.53 287,900.00 IRVINE CA 92604 1 06/22/00 23 0432136133 03 08/01/00 0 0411051 O 07/01/30 0 3592131 526/G01 F 124,450.00 ZZ 360 124,244.11 1 9141-43 CAROLINA ST 10.375 1,126.78 95 10.125 1,126.78 131,000.00 BONITA SPRINGS FL 34135 1 06/23/00 23 0432140465 05 08/01/00 0 0409882 O 07/01/30 0 3593310 E22/G01 F 238,900.00 ZZ 360 238,620.31 1 13626 OLD DAIRY ROAD 10.625 2,207.67 100 10.375 2,207.67 238,900.00 HERNDON VA 20171 1 07/07/00 23 0412013310 03 09/01/00 0 0412013310 O 08/01/30 0 3593313 E22/G01 F 101,500.00 ZZ 360 101,374.60 1 13675 JANWOOD LANE 10.375 918.99 107 10.125 918.99 94,900.00 FARMERS BRANCH TX 75234 1 07/11/00 23 0412020760 05 09/01/00 0 0412020760 O 08/01/30 0 3593316 E22/G01 F 334,000.00 ZZ 360 333,598.32 1 95 DESERT BROOK ROAD 10.500 3,055.23 107 10.250 3,055.23 312,250.00 WRENTHAM MA 02093 1 07/11/00 23 0412030488 05 09/01/00 0 0412030488 O 08/01/30 0 1 3593319 E22/G01 F 205,000.00 ZZ 360 204,753.45 1 22449 CANTARA STREET 10.500 1,875.22 100 10.250 1,875.22 205,000.00 LOS ANGELES CA 91307 1 07/06/00 23 0412035917 05 09/01/00 0 0412035917 O 08/01/30 0 3598416 E22/G01 F 160,500.00 ZZ 360 160,197.53 1 2017 LAKEMOOR DRIVE SW 9.375 1,334.96 107 9.125 1,334.96 150,000.00 OLYMPIA WA 98512 1 07/06/00 23 0411996473 03 09/01/00 0 0411996473 O 08/01/30 0 3598428 E22/G01 F 73,800.00 ZZ 360 73,708.83 1 141 LEVRON STREET 10.375 668.19 107 10.125 668.19 69,000.00 HOUMA LA 70360 1 07/12/00 23 0412025041 05 09/01/00 0 0412025041 O 08/01/30 0 3598432 E22/G01 F 134,500.00 ZZ 360 134,315.16 2 3999 AND 3997 HARRIS ROAD 9.875 1,167.93 100 9.375 1,167.93 134,500.00 CAMINO CA 95709 1 07/05/00 23 0412028250 05 09/01/00 0 0412028250 O 08/01/30 0 3598433 E22/G01 F 195,000.00 ZZ 360 194,759.13 1 1226 NW 111 WAY 10.375 1,765.54 100 10.125 1,765.54 195,000.00 CORAL SPRINGS FL 33071 1 07/12/00 23 0412033300 05 09/01/00 0 0412033300 O 08/01/30 0 3598438 E22/G01 F 69,350.00 ZZ 360 69,266.60 1 1 5515 ECHO VISTA DR. 10.500 634.37 95 10.250 634.37 73,000.00 SAN ANTONIO TX 78247 1 07/12/00 23 0412036832 03 09/01/00 0 0412036832 N 08/01/30 0 3598440 E22/G01 F 71,700.00 ZZ 360 71,593.37 1 197 MCPHERSON DRIVE 9.500 602.89 95 9.250 602.89 75,500.00 CANTON GA 30114 1 07/12/00 23 0412040339 05 09/01/00 0 0412040339 N 08/01/30 0 3600806 E22/G01 F 98,800.00 ZZ 360 98,731.47 1 7233 BRAMPTON LANE 13.000 1,092.93 103 12.750 1,092.93 96,000.00 MONTGOMERY AL 36117 1 07/13/00 23 0412009581 05 09/01/00 0 0412009581 O 08/01/30 0 3600809 E22/G01 F 62,900.00 ZZ 360 62,813.56 1 121 CHILIS LANE 9.875 546.19 100 9.375 546.19 62,900.00 HOT SPRINGS AR 71901 1 07/13/00 23 0412020778 05 09/01/00 0 0412020778 O 08/01/30 0 3600813 E22/G01 F 144,000.00 ZZ 360 143,802.12 1 83 BETH LANE 9.875 1,250.42 100 9.625 1,250.42 144,000.00 HYANNIS MA 02601 1 07/13/00 23 0412024853 05 09/01/00 0 0412024853 O 08/01/30 0 3600815 E22/G01 F 244,110.00 ZZ 360 243,925.86 1 86 LAILANI STREET 12.625 2,628.98 103 12.375 2,628.98 237,000.00 LAS VEGAS NV 89110 1 07/06/00 23 0412028896 05 09/01/00 0 1 0412028896 O 08/01/30 0 3600818 E22/G01 F 331,700.00 ZZ 360 331,244.17 1 9777 KATHLEEN DRIVE 9.875 2,880.31 107 9.375 2,880.31 310,000.00 CYPRESS CA 90630 1 07/10/00 23 0412037491 05 09/01/00 0 0412037491 O 08/01/30 0 3600826 E22/G01 F 71,650.00 ZZ 360 71,570.53 1 2802 SPAULDING STREET 10.875 675.58 107 10.375 675.58 67,000.00 OMAHA NE 68111 1 07/13/00 23 0412044851 05 09/01/00 0 0412044851 O 08/01/30 0 3604704 E22/G01 F 261,100.00 ZZ 360 260,759.77 1 4000 ST. JAMES DRIVE 10.125 2,315.49 104 9.875 2,315.49 253,000.00 KENNER LA 70065 1 07/14/00 23 0411992761 05 09/01/00 0 0411992761 O 08/01/30 0 3604705 E22/G01 F 165,000.00 ZZ 360 164,727.05 1 1308 SOUTHWEST 353RD STREET 10.375 1,493.92 100 10.125 1,493.92 165,000.00 FEDERAL WAY WA 98023 1 06/20/00 23 0411994411 03 08/01/00 0 0411994411 O 07/01/30 0 3604717 E22/G01 F 175,100.00 ZZ 360 174,587.48 1 1939 EAST ALDER STREET 10.250 1,569.07 103 10.000 1,569.07 170,000.00 WALLA WALLA WA 99362 1 07/12/00 23 0412014474 05 09/01/00 0 0412014474 O 08/01/30 0 1 3604719 E22/G01 F 54,900.00 ZZ 360 54,781.66 1 751 GRACE AVENUE 10.375 497.07 107 10.125 497.07 51,500.00 PANAMA CITY FL 32401 1 07/14/00 23 0412022162 05 09/01/00 0 0412022162 O 08/01/30 0 3604727 E22/G01 F 350,000.00 ZZ 360 349,465.61 1 6249 CAMINO DEL LAGO DRIV 9.375 2,911.12 105 8.875 2,911.12 336,000.00 RANCHO MURIETA CA 95683 1 07/05/00 23 0412027898 03 09/01/00 0 0412027898 O 08/01/30 0 3604728 E22/G01 F 117,600.00 ZZ 360 117,458.58 1 8743 OSAGE DRIVE 10.500 1,075.73 106 10.000 1,075.73 111,000.00 TAMPA FL 33634 1 07/14/00 23 0412028177 03 09/01/00 0 0412028177 O 08/01/30 0 3604731 E22/G01 F 90,000.00 ZZ 360 89,891.75 1 5892 WEDDEL STREET 10.500 823.27 100 10.250 823.27 90,000.00 TAYLOR MI 48180 1 07/14/00 23 0412032088 05 09/01/00 0 0412032088 O 08/01/30 0 3604735 E22/G01 F 126,500.00 ZZ 360 126,417.10 1 1055 17TH STREET 13.250 1,424.10 100 13.000 1,424.10 126,500.00 GERING NE 69341 1 07/14/00 23 0412033979 05 09/01/00 0 0412033979 O 08/01/30 0 3604745 E22/G01 F 166,300.00 ZZ 360 166,178.02 1 706 CANFIELD POINT AVENUE 12.750 1,807.17 100 12.500 1,807.17 166,315.00 1 LAS VEGAS NV 89123 1 07/13/00 23 0412045494 03 09/01/00 0 0412045494 O 08/01/30 0 3606577 526/G01 F 66,500.00 ZZ 360 66,392.91 1 831 IRON OAK DRIVE 10.500 608.30 95 10.250 608.30 70,000.00 ORLANDO FL 32809 1 06/29/00 23 0432163632 05 08/01/00 0 0411486 N 07/01/30 0 3610878 E22/G01 F 61,800.00 ZZ 360 61,736.82 1 4729 SW 4TH STREET 11.250 600.24 103 11.000 600.24 60,000.00 MIAMI FL 33134 1 07/17/00 23 0411965924 05 09/01/00 0 0411965924 O 08/01/30 0 3610882 E22/G01 F 298,000.00 ZZ 360 297,494.32 1 32 KU'UKAMA STREET 9.875 2,587.68 100 9.375 2,587.68 298,000.00 KAHULUI HI 96732 1 07/10/00 23 0411996671 05 09/01/00 0 0411996671 O 08/01/30 0 3610883 E22/G01 F 113,500.00 ZZ 360 113,359.78 1 11 CYPRESS DRIVE 10.375 1,027.64 107 9.875 1,027.64 106,500.00 PALM HARBOR FL 34684 1 07/17/00 23 0411997612 05 09/01/00 0 0411997612 O 08/01/30 0 3610884 E22/G01 F 66,500.00 ZZ 360 66,420.03 1 25629 NORFOLK 10.500 608.30 95 10.250 608.30 70,000.00 DEARBORN HEIGHT MI 48125 1 07/17/00 23 0411998677 05 09/01/00 0 0411998677 N 08/01/30 0 1 3610891 E22/G01 F 59,000.00 ZZ 360 58,801.23 1 25670 CURRIER 10.375 534.19 100 10.125 534.19 59,000.00 DEARBORN HEIGHT MI 48125 1 06/21/00 23 0412011611 05 08/01/00 0 0412011611 O 07/01/30 0 3610907 E22/G01 F 78,100.00 ZZ 360 78,011.00 1 10205 WALKER ROAD 10.750 729.05 107 10.500 729.05 73,000.00 THONOTOSASSA FL 33592 1 07/17/00 23 0412031288 05 09/01/00 0 0412031288 O 08/01/30 0 3610908 E22/G01 F 99,500.00 ZZ 360 99,380.33 1 7658 WOODVIEW DRIVE, UNIT # 4 10.500 910.17 107 10.250 910.17 93,000.00 WATERFORD MI 48327 1 07/17/00 23 0412032567 01 09/01/00 0 0412032567 O 08/01/30 0 3610912 E22/G01 F 107,700.00 ZZ 360 107,566.97 1 1109 CHICKASAW STREET 10.375 975.12 100 9.875 975.12 107,700.00 JUPITER FL 33458 1 07/17/00 23 0412036493 05 09/01/00 0 0412036493 O 08/01/30 0 3610919 E22/G01 F 85,600.00 ZZ 360 85,494.25 1 2013 ILLINOIS AVENUE 10.375 775.03 107 10.125 775.03 80,000.00 KENNER LA 70062 1 07/17/00 23 0412041857 05 09/01/00 0 0412041857 O 08/01/30 0 3612436 526/G01 F 121,900.00 ZZ 360 121,687.29 1 1 1537 HIGHRIDGE DR 10.125 1,081.04 97 9.875 1,081.04 126,000.00 OCEANSIDE CA 92054 1 06/15/00 23 0432198315 09 08/01/00 0 0409770 O 07/01/30 0 3616891 E22/G01 F 126,750.00 ZZ 360 126,540.30 1 17800 SW 154TH CT. 10.375 1,147.61 107 9.875 1,147.61 118,500.00 MIAMI FL 33187 1 06/27/00 23 0412023707 05 08/01/00 0 0412023707 O 07/01/30 0 3616892 E22/G01 F 129,000.00 ZZ 360 128,915.46 1 117 S. PALMWAY 13.250 1,452.25 100 13.000 1,452.25 129,000.00 LAKEWORTH FL 33460 1 07/18/00 23 0412026270 05 09/01/00 0 0412026270 O 08/01/30 0 3616904 E22/G01 F 169,500.00 ZZ 360 168,859.80 1 10312 PENSIVE DRIVE 10.500 1,550.48 105 10.250 1,550.48 162,000.00 DALLAS TX 75229 1 07/18/00 23 0412051518 05 09/01/00 0 0412051518 O 08/01/30 0 3621000 E22/G01 F 87,550.00 ZZ 360 87,439.53 1 1109 WALNUT COURT 11.625 875.36 103 11.375 875.36 85,000.00 MOORE OK 73160 1 06/21/00 23 0411985583 05 08/01/00 0 0411985583 O 07/01/30 0 3621005 E22/G01 F 122,000.00 ZZ 360 121,845.22 1 1342 ARLEE COURT 10.250 1,093.24 105 9.750 1,093.24 117,000.00 LAS VEGAS NV 89104 1 07/11/00 23 0412013476 05 09/01/00 0 1 0412013476 O 08/01/30 0 3621008 E22/G01 F 246,500.00 ZZ 360 246,203.56 1 9 GREENWICH COURT 10.500 2,254.83 95 10.250 2,254.83 259,500.00 ALISO VIEJO CA 92656 1 07/14/00 23 0412019093 01 09/01/00 0 0412019093 N 08/01/30 0 3621010 E22/G01 F 295,300.00 ZZ 360 294,935.19 1 34548 PUEBLO TERRACE 10.375 2,673.67 107 10.125 2,673.67 276,000.00 FREMONT CA 94555 1 07/17/00 23 0412023848 01 09/01/00 0 0412023848 O 08/01/30 0 3621013 E22/G01 F 177,500.00 ZZ 360 177,249.54 1 16531 CABALLERO DRIVE 9.750 1,525.00 100 9.250 1,525.00 177,500.00 HUNTINGTON BEAC CA 92649 1 07/13/00 23 0412031148 01 09/01/00 0 0412031148 O 08/01/30 0 3621018 E22/G01 F 133,500.00 ZZ 360 133,330.59 1 1943 WOLLAM STREET 10.250 1,196.30 100 9.750 1,196.30 133,500.00 LOS ANGELES CA 90065 1 07/17/00 23 0412034993 05 09/01/00 0 0412034993 O 08/01/30 0 3621021 E22/G01 F 71,250.00 ZZ 360 71,135.26 1 3 TRELLIS COURT 10.500 651.75 95 10.250 651.75 75,000.00 GREENBRIAR AR 72058 1 07/19/00 23 0412038192 05 09/01/00 0 0412038192 N 08/01/30 0 1 3621025 E22/G01 F 52,300.00 ZZ 360 52,237.10 2 71 E. MONTCALM 10.500 478.41 107 10.250 478.41 48,900.00 PONTIAC MI 48342 1 07/19/00 23 0412040743 05 09/01/00 0 0412040743 O 08/01/30 0 3621026 E22/G01 F 176,000.00 ZZ 360 175,788.34 1 4558 LONE MESA DRIVE 10.500 1,609.94 100 10.250 1,609.94 176,000.00 LAS VEGAS NV 89147 1 07/07/00 23 0412041022 05 09/01/00 0 0412041022 O 08/01/30 0 3621031 E22/G01 F 179,500.00 ZZ 360 179,321.44 1 2040 EAST COVINGTON AVENUE 11.375 1,760.47 100 11.125 1,760.47 179,500.00 SIMI VALLEY CA 93065 1 07/17/00 23 0412047433 09 09/01/00 0 0412047433 O 08/01/30 0 3621032 E22/G01 F 141,900.00 ZZ 360 141,729.33 1 2550 CAMINITO AVELLANO 10.500 1,298.02 100 10.250 1,298.02 141,900.00 SAN DIEGO CA 92154 1 07/14/00 23 0412048100 09 09/01/00 0 0412048100 O 08/01/30 0 3621034 E22/G01 F 122,550.00 ZZ 360 122,402.63 1 10420 VIRGINIA PINE LANE 10.500 1,121.01 95 10.000 1,121.01 129,000.00 ALPHARETTA GA 30022 1 07/19/00 23 0412053191 05 09/01/00 0 0412053191 N 08/01/30 0 3621038 E22/G01 F 182,500.00 ZZ 360 182,280.52 1 3102 KINGSTON DRIVE 10.500 1,669.40 100 10.000 1,669.40 182,500.00 1 RICHARDSON TX 75082 1 07/19/00 23 0412056087 03 09/01/00 0 0412056087 O 08/01/30 0 3621039 E22/G01 F 278,000.00 ZZ 360 277,691.66 1 4506 N. MAGNOLIA, UNIT # 1S 10.875 2,621.23 100 10.625 2,621.23 278,000.00 CHICAGO IL 60640 1 07/19/00 23 0412056301 01 09/01/00 0 0412056301 O 08/01/30 0 3624916 E22/G01 F 122,600.00 ZZ 360 122,364.67 1 14251 SHIAWASSEE DRIVE 10.125 1,087.24 104 9.875 1,087.24 118,000.00 GRAND HAVEN MI 49417 1 07/20/00 23 0411961667 05 09/01/00 0 0411961667 O 08/01/30 0 3624920 E22/G01 F 61,700.00 ZZ 360 61,640.27 1 114 LAKE EMERALD DRIVE 11.500 611.01 100 UNIT # 201 11.000 611.01 61,700.00 FORT LAUDERDALE FL 33309 1 07/20/00 23 0412011892 01 09/01/00 0 0412011892 O 08/01/30 0 3624922 E22/G01 F 265,000.00 ZZ 360 264,672.64 1 2619 KIMBROUGH DRIVE 10.375 2,399.33 106 9.875 2,399.33 250,000.00 WILMINGTON DE 19810 1 07/20/00 23 0412014243 05 09/01/00 0 0412014243 O 08/01/30 0 3624923 E22/G01 F 301,800.00 ZZ 360 301,388.89 1 1354 NORTH P STREET 10.375 2,732.52 106 10.125 2,732.52 285,000.00 LIVERMORE CA 94550 1 07/14/00 23 0412014888 05 09/01/00 0 0412014888 O 08/01/30 0 1 3624928 E22/G01 F 203,000.00 ZZ 360 201,742.70 1 38228 PASEO PADRE PARKWAY 10.500 1,856.92 105 UNIT # 1 10.250 1,856.92 195,000.00 FREMONT CA 94536 1 07/13/00 23 0412029019 01 09/01/00 0 0412029019 O 08/01/30 0 3624934 E22/G01 F 110,000.00 ZZ 360 109,462.01 1 317 NORTH QUINCE STREET 10.500 1,006.21 100 10.000 1,006.21 110,000.00 SALT LAKE CITY UT 84103 1 07/13/00 23 0412036428 05 09/01/00 0 0412036428 O 08/01/30 0 3624946 E22/G01 F 240,000.00 ZZ 360 239,695.49 1 1065 CULLIN ROAD 10.250 2,150.64 100 9.750 2,150.64 240,000.00 ROCKWALL TX 75032 1 07/19/00 23 0412058810 05 09/01/00 0 0412058810 O 08/01/30 0 3628305 E22/G01 F 310,300.00 ZZ 360 309,916.67 1 6072 GLENWOOD DRIVE 10.375 2,809.48 107 10.125 2,809.48 290,000.00 HUNTINGTON BEAC CA 92647 1 07/05/00 23 0411997323 05 09/01/00 0 0411997323 O 08/01/30 0 3628317 E22/G01 F 100,000.00 ZZ 360 99,873.13 1 575 STONEGATE DRIVE 10.250 896.10 100 9.750 896.10 100,000.00 PARADISE TX 76073 1 07/21/00 23 0412031494 05 09/01/00 0 0412031494 O 08/01/30 0 3628318 E22/G01 F 300,000.00 ZZ 360 299,619.37 2 1 2016 N. HONROE 10.250 2,688.30 100 10.000 2,688.30 300,000.00 CHICAGO IL 60614 1 07/21/00 23 0412032625 05 09/01/00 0 0412032625 O 08/01/30 0 3628322 E22/G01 F 249,000.00 ZZ 360 248,700.54 1 1640 US HIGHWAY 281 10.500 2,277.70 99 10.000 2,277.70 254,000.00 STEPHENVILLE TX 76401 1 07/21/00 23 0412039703 05 09/01/00 0 0412039703 O 08/01/30 0 3628326 E22/G01 F 198,250.00 ZZ 360 198,011.58 1 9453 EAST MONTE AVENUE 10.500 1,813.47 100 10.250 1,813.47 198,256.00 MESA AZ 85212 1 07/18/00 23 0412045403 03 09/01/00 0 0412045403 O 08/01/30 0 3628329 E22/G01 F 242,050.00 ZZ 360 241,809.21 1 1105 MARBLEWOOD DRIVE 11.375 2,373.94 103 11.125 2,373.94 235,000.00 KELLER TX 76248 1 07/21/00 23 0412048183 03 09/01/00 0 0412048183 O 08/01/30 0 3628330 E22/G01 F 68,500.00 ZZ 360 68,414.61 1 3217 SPRINGLAND AVE. 10.875 645.88 102 10.625 645.88 67,500.00 MICHIGAN CITY IN 46360 1 07/21/00 23 0412048662 05 09/01/00 0 0412048662 O 08/01/30 0 3628331 E22/G01 F 166,900.00 ZZ 360 166,682.50 1 3022 EAST 7110 SOUTH 10.125 1,480.11 107 9.875 1,480.11 156,000.00 SALT LAKE CITY UT 84121 1 07/20/00 23 0412049280 05 09/01/00 0 1 0412049280 O 08/01/30 0 3628334 E22/G01 F 136,550.00 ZZ 360 136,461.00 1 2228 LOOKOUT LANE 13.375 1,550.64 100 13.125 1,550.64 136,563.00 DENTON TX 76207 1 07/21/00 23 0412052003 03 09/01/00 0 0412052003 O 08/01/30 0 3628337 E22/G01 F 70,950.00 ZZ 360 70,883.17 1 10136 S. MORGAN 11.625 709.39 101 11.375 709.39 70,250.00 CHICAGO IL 60626 1 07/21/00 23 0412055402 05 09/01/00 0 0412055402 O 08/01/30 0 3628342 E22/G01 F 140,900.00 ZZ 360 140,716.40 1 2911 S. LOGAN STREET 10.125 1,249.53 103 9.875 1,249.53 138,000.00 ENGLEWOOD CO 80110 1 07/21/00 23 0412065831 05 09/01/00 0 0412065831 O 08/01/30 0 3632904 E22/G01 F 176,600.00 ZZ 360 176,474.04 1 42753 RUTGERS 12.875 1,936.31 103 12.375 1,936.31 171,500.00 STERLING HEIGHT MI 48313 1 07/24/00 23 0412033201 05 09/01/00 0 0412033201 O 08/01/30 0 3632908 E22/G01 F 198,750.00 ZZ 360 198,542.64 1 4641 LUCKY LANE 11.375 1,949.27 103 11.125 1,949.27 193,000.00 LOTUS CA 95651 1 07/20/00 23 0412038747 05 09/01/00 0 0412038747 O 08/01/30 0 1 3632917 E22/G01 F 136,000.00 ZZ 360 135,845.02 1 1901 LILLIAN DRIVE 10.750 1,269.53 105 10.500 1,269.53 129,900.00 HUDSON WI 54016 1 07/24/00 23 0412061368 09 09/01/00 0 0412061368 O 08/01/30 0 3632918 E22/G01 F 111,850.00 ZZ 360 111,711.82 1 378 RYALS STREET 10.375 1,012.70 105 9.875 1,012.70 107,000.00 PT. CHARLOTTE FL 33954 1 07/24/00 23 0412061384 05 09/01/00 0 0412061384 O 08/01/30 0 3632919 E22/G01 F 111,000.00 ZZ 360 110,866.50 1 5717 COCO PALM DRIVE 10.500 1,015.36 100 10.250 1,015.36 111,000.00 TAMARAC FL 33319 1 07/24/00 23 0412061558 03 09/01/00 0 0412061558 O 08/01/30 0 3633261 526/G01 F 117,150.00 ZZ 360 116,953.48 1 1720 DUART COURT 10.375 1,060.68 104 10.125 1,060.68 113,000.00 NEW HAVEN IN 46774 1 06/28/00 23 0432165033 05 08/01/00 0 0411401 O 07/01/30 0 3633349 526/G01 F 142,400.00 ZZ 360 142,228.74 1 272 WALKER AVE 10.500 1,302.59 104 10.250 1,302.59 137,000.00 ASHLAND OR 97520 1 07/05/00 23 0432163723 05 09/01/00 0 0411594 O 08/01/30 0 3636952 E22/G01 F 115,000.00 ZZ 360 114,872.46 1 12890 RIVERVIEW 10.875 1,084.32 105 10.625 1,084.32 110,000.00 1 DETROIT MI 48223 1 07/25/00 23 0412032468 05 09/01/00 0 0412032468 O 08/01/30 0 3636954 E22/G01 F 211,150.00 ZZ 360 210,945.61 1 121 QUINTANA STREET 11.500 2,091.00 103 11.250 2,091.00 205,000.00 SANTA FE NM 87501 1 07/25/00 23 0412033870 05 09/01/00 0 0412033870 O 08/01/30 0 3636972 E22/G01 F 77,250.00 ZZ 360 77,146.64 1 7647 MONTGOMERY RD. #1 10.000 677.92 103 9.750 677.92 75,000.00 CINCINNATI OH 45236 1 07/25/00 23 0412054306 01 09/01/00 0 0412054306 O 08/01/30 0 3640129 E22/G01 F 119,900.00 ZZ 360 119,755.82 1 114 BENEDICT DRIVE SW 10.500 1,096.77 102 10.250 1,096.77 118,500.00 POPLAR GROVE IL 61065 1 07/26/00 23 0412023160 03 09/01/00 0 0412023160 O 08/01/30 0 3640133 E22/G01 F 181,000.00 ZZ 360 180,757.79 1 21940 ADOBE ROAD 10.000 1,588.40 107 9.750 1,588.40 169,500.00 RENO NV 89511 1 07/21/00 23 0412032815 03 09/01/00 0 0412032815 O 08/01/30 0 3640134 E22/G01 F 93,100.00 ZZ 360 92,961.51 1 8020 WALERGA ROAD, UNIT # 1054 9.500 782.84 106 9.000 782.84 88,500.00 ANTELOPE CA 95843 1 07/25/00 23 0412043473 01 09/01/00 0 0412043473 O 08/01/30 0 1 3640145 E22/G01 F 72,100.00 ZZ 360 72,032.11 1 1305 SHADOWLAKE DRIVE 11.625 720.88 103 11.125 720.88 70,000.00 SEALY TX 77474 1 07/25/00 23 0412049611 05 09/01/00 0 0412049611 O 08/01/30 0 3640146 E22/G01 F 48,150.00 ZZ 360 48,096.60 1 3025 DRIFTWOOD DRIVE 10.875 454.00 107 10.375 454.00 45,000.00 GOODRICH TX 77335 1 07/25/00 23 0412050569 05 09/01/00 0 0412050569 O 08/01/30 0 3643936 E22/G01 F 281,700.00 ZZ 360 281,323.01 1 1948 RAINIER DRIVE 10.000 2,472.12 103 9.500 2,472.12 273,500.00 MARTINEZ CA 94553 1 07/20/00 23 0412013773 05 09/01/00 0 0412013773 O 08/01/30 0 3643940 E22/G01 F 346,650.00 ZZ 360 346,182.12 1 4518 WHEELER DRIVE 10.375 3,138.59 107 9.875 3,138.59 324,000.00 FREMONT CA 94538 1 07/24/00 23 0412024556 05 09/01/00 0 0412024556 O 08/01/30 0 3643943 E22/G01 F 130,600.00 ZZ 360 130,442.94 1 2155 APPLEGATE AVENUE 10.500 1,194.65 100 10.250 1,194.65 130,619.00 CLOVIS CA 93612 1 07/20/00 23 0412028391 03 09/01/00 0 0412028391 O 08/01/30 0 3643950 E22/G01 F 61,800.00 ZZ 360 61,725.68 1 1 218 N. SHERMAN ST. 10.500 565.31 107 10.250 565.31 57,800.00 BAY CITY MI 48708 1 07/27/00 23 0412044612 05 09/01/00 0 0412044612 O 08/01/30 0 3643954 E22/G01 F 51,300.00 ZZ 360 51,238.32 2 416 NORTH DRIVER STREET 10.500 469.26 95 10.250 469.26 54,000.00 DURHAM NC 27703 1 07/27/00 23 0412053787 05 09/01/00 0 0412053787 N 08/01/30 0 3643958 E22/G01 F 103,000.00 ZZ 360 102,876.13 1 920 ILAWOOD DRIVE 10.500 942.18 100 10.250 942.18 103,000.00 NASHVILLE TN 37211 1 07/27/00 23 0412055022 05 09/01/00 0 0412055022 O 08/01/30 0 3643959 E22/G01 F 162,500.00 ZZ 360 162,028.14 1 32840 OAKLEY 10.500 1,486.46 100 10.250 1,486.46 162,500.00 LIVONIA MI 48154 1 07/27/00 23 0412055329 05 09/01/00 0 0412055329 O 08/01/30 0 3643970 E22/G01 F 69,500.00 ZZ 360 69,411.83 1 4920 BEDFORD AVE. 10.250 622.79 100 10.000 622.79 69,500.00 OMAHA NE 68104 1 07/27/00 23 0412065112 05 09/01/00 0 0412065112 O 08/01/30 0 3643973 E22/G01 F 220,400.00 ZZ 360 220,127.72 1 530 SPENCER LANE 10.375 1,995.52 107 10.125 1,995.52 206,000.00 WARMINSTER PA 18974 1 07/27/00 23 0412069437 05 09/01/00 0 1 0412069437 O 08/01/30 0 3643974 E22/G01 F 170,900.00 ZZ 360 170,683.15 1 3804 SODERBURG DRIVE 10.250 1,531.44 100 10.000 1,531.44 170,900.00 FORT COLLINS CO 80526 1 07/26/00 23 0412071615 03 09/01/00 0 0412071615 O 08/01/30 0 3647746 E22/G01 F 148,500.00 ZZ 360 148,297.87 1 7378 CISCO LANE 10.375 1,344.53 100 9.875 1,344.53 148,500.00 LAS VEGAS NV 89123 1 07/25/00 23 0411991375 05 09/01/00 0 0411991375 O 08/01/30 0 3647751 E22/G01 F 82,200.00 ZZ 360 82,095.69 1 111 SPRINGVALE DRIVE 10.250 736.60 107 10.000 736.60 76,900.00 ELIZABETH CITY NC 27909 1 07/28/00 23 0412007072 05 09/01/00 0 0412007072 O 08/01/30 0 3647755 E22/G01 F 85,000.00 ZZ 360 84,866.80 1 1343 COURTNEY DRIVE 9.250 699.27 100 9.000 699.27 85,000.00 VICTOR NY 14564 1 07/28/00 23 0412019168 09 09/01/00 0 0412019168 O 08/01/30 0 3647763 E22/G01 F 155,000.00 ZZ 360 154,796.29 2 264-266 PRINCETON BOULEVARD 10.500 1,417.85 100 10.250 1,417.85 155,000.00 LOWELL MA 01851 1 07/28/00 23 0412031304 05 09/01/00 0 0412031304 O 08/01/30 0 1 3647765 E22/G01 F 42,000.00 ZZ 360 41,835.52 1 1647 SCOTT 10.625 388.12 103 10.375 388.12 40,800.00 SAINT HELEN MI 48656 1 07/28/00 23 0412036063 05 09/01/00 0 0412036063 O 08/01/30 0 3647772 E22/G01 F 176,000.00 ZZ 360 175,778.98 2 1047-1049 76TH AVENUE 10.875 1,659.49 107 10.625 1,659.49 164,900.00 OAKLAND CA 94621 1 07/27/00 23 0412042533 05 09/01/00 0 0412042533 O 08/01/30 0 3647783 E22/G01 F 45,000.00 ZZ 360 44,871.74 1 509 W. SHERMAN 10.500 411.63 105 10.250 411.63 43,000.00 NEOSHO MO 64850 1 07/28/00 23 0412048571 05 09/01/00 0 0412048571 O 08/01/30 0 3647786 E22/G01 F 125,650.00 ZZ 360 125,569.95 1 876 GLEN MOLLY DRIVE 13.375 1,426.86 103 13.125 1,426.86 122,000.00 SPARKS NV 89434 1 07/25/00 23 0412049330 05 09/01/00 0 0412049330 O 08/01/30 0 3647788 E22/G01 F 144,200.00 ZZ 360 144,017.03 2 423-425 SEGUIN STREET 10.250 1,292.18 103 10.000 1,292.18 140,000.00 NEW ORLEANS LA 70114 1 07/28/00 23 0412049975 05 09/01/00 0 0412049975 O 08/01/30 0 3647792 E22/G01 F 70,500.00 ZZ 360 70,395.15 1 202 N. 26TH STREET 9.500 592.80 107 9.250 592.80 65,900.00 1 OZARK AR 72949 1 07/28/00 23 0412051179 05 09/01/00 0 0412051179 O 08/01/30 0 3647793 E22/G01 F 105,800.00 ZZ 360 105,676.12 1 5869 WEST ITHACA CIRCLE 10.625 977.70 107 10.375 977.70 98,900.00 LAKE WORTH FL 33463 1 07/28/00 23 0412051740 03 09/01/00 0 0412051740 O 08/01/30 0 3647797 E22/G01 F 248,750.00 ZZ 360 248,417.11 1 2701 GENESEE DRIVE 10.000 2,182.96 107 9.500 2,182.96 232,500.00 ROCKLIN CA 95765 1 07/25/00 23 0412054439 05 09/01/00 0 0412054439 O 08/01/30 0 3647800 E22/G01 F 61,500.00 ZZ 360 61,411.54 1 RT 4, BOX 910 10.250 551.10 107 10.000 551.10 57,500.00 DECATUR TN 37322 1 07/28/00 23 0412056897 05 09/01/00 0 0412056897 O 08/01/30 0 3647806 E22/G01 F 40,850.00 ZZ 360 40,798.16 1 7706 HUNTLEY AVENUE 10.250 366.06 95 9.750 366.06 43,000.00 TAMPA FL 33604 1 07/28/00 23 0412060469 05 09/01/00 0 0412060469 N 08/01/30 0 3647809 E22/G01 F 205,550.00 ZZ 360 205,407.47 1 627 FAIRHILL ROAD 13.000 2,273.79 103 12.500 2,273.79 199,600.00 HILLTOWN TOWNSH PA 19440 1 07/28/00 23 0412062937 05 09/01/00 0 0412062937 O 08/01/30 0 1 3647810 E22/G01 F 162,500.00 ZZ 360 162,293.83 1 5209 FIRENZA WAY 10.250 1,456.16 100 9.750 1,456.16 162,500.00 SALIDA CA 95368 1 07/26/00 00 0412065203 05 09/01/00 0 0412065203 O 08/01/30 0 3647811 E22/G01 F 55,500.00 ZZ 360 55,425.74 1 3730 NW 88 AVENUE 10.000 487.05 107 9.500 487.05 52,000.00 SUNRISE FL 33321 1 07/28/00 23 0412065385 01 09/01/00 0 0412065385 O 08/01/30 0 3647813 E22/G01 F 153,000.00 ZZ 360 152,739.34 1 2005 LA VILLA ROSE COURT 9.875 1,328.57 107 9.625 1,328.57 143,000.00 MODESTO CA 95350 1 07/27/00 23 0412067332 05 09/01/00 0 0412067332 O 08/01/30 0 3647816 E22/G01 F 156,600.00 ZZ 360 156,401.32 1 10912 SOUTHEAST 52ND AVENUE 10.250 1,403.29 100 9.750 1,403.29 156,600.00 MILWAUKIE OR 97222 1 07/26/00 23 0412068223 05 09/01/00 0 0412068223 O 08/01/30 0 3647818 E22/G01 F 171,200.00 ZZ 360 171,010.10 1 2609 HIDDEN VALLEY LANE 10.875 1,614.23 107 10.625 1,614.23 160,000.00 STILLWATER MN 55082 1 07/28/00 23 0412068835 05 09/01/00 0 0412068835 O 08/01/30 0 3647819 E22/G01 F 187,000.00 ZZ 360 186,749.74 1 1 9439 OAK VILLAGE WAY 10.000 1,641.06 100 9.750 1,641.06 187,000.00 ELK GROVE CA 95758 1 07/27/00 23 0412069593 05 09/01/00 0 0412069593 O 08/01/30 0 3656038 E22/G01 F 90,650.00 ZZ 360 90,490.51 1 506 WEST 10TH AVENUE 10.625 837.69 107 10.375 837.69 85,000.00 ELLENSBURG WA 98926 1 07/21/00 23 0411904295 05 09/01/00 0 0411904295 O 08/01/30 0 3656042 E22/G01 F 123,900.00 ZZ 360 123,746.94 1 8521 NW 9TH PLACE, UNIT # 8521 10.375 1,121.80 100 9.875 1,121.80 123,900.00 PLANTATION FL 33324 1 07/31/00 23 0412022766 01 09/01/00 0 0412022766 O 08/01/30 0 3656045 E22/G01 F 165,000.00 ZZ 360 164,796.17 1 1045 HIGHLAND DRIVE 10.375 1,493.92 100 10.125 1,493.92 165,000.00 VISTA CA 92083 1 07/26/00 23 0412026684 05 09/01/00 0 0412026684 O 08/01/30 0 3656052 E22/G01 F 370,650.00 ZZ 360 370,184.67 1 7403 CLEMENT ROAD 10.625 3,425.17 103 10.375 3,425.17 359,900.00 VACAVILLE CA 95688 1 07/27/00 23 0412046682 05 09/01/00 0 0412046682 O 08/01/30 0 3656062 E22/G01 F 88,550.00 ZZ 360 88,490.30 1 5209 RUSTON AVENUE 13.125 988.20 103 12.625 988.20 86,000.00 FORT WORTH TX 76133 1 07/31/00 23 0412065526 05 09/01/00 0 1 0412065526 O 08/01/30 0 3656064 E22/G01 F 45,100.00 ZZ 360 45,042.78 1 922 NORTH MAIN STREET 10.250 404.14 95 10.000 404.14 47,500.00 TEMPLE TX 76501 1 08/01/00 23 0412067621 05 09/01/00 0 0412067621 N 08/01/30 0 3656065 E22/G01 F 129,900.00 ZZ 360 129,735.17 1 77 HOMESTEAD DRIVE 10.250 1,164.04 100 10.000 1,164.04 129,900.00 HIGHGATE VT 05459 1 08/01/00 23 0412067761 05 09/01/00 0 0412067761 O 08/01/30 0 3656067 E22/G01 F 150,000.00 ZZ 360 149,809.68 1 17950 NW AVALON DRIVE 10.250 1,344.15 100 10.000 1,344.15 150,000.00 PORTLAND OR 97229 1 07/28/00 23 0412073132 05 09/01/00 0 0412073132 O 08/01/30 0 3656068 E22/G01 F 143,800.00 ZZ 360 143,617.56 1 3600 SOUTH PIERCE #6-202 10.250 1,288.59 107 10.000 1,288.59 134,400.00 LAKEWOOD CO 80235 1 07/31/00 23 0412073413 01 09/01/00 0 0412073413 O 08/01/30 0 3656069 E22/G01 F 400,000.00 ZZ 360 399,379.00 1 2788 WESTGROVE LANE 9.750 3,436.62 102 9.250 3,436.62 394,000.00 SAN JOSE CA 95148 1 07/28/00 23 0412074403 05 09/01/00 0 0412074403 O 08/01/30 0 1 3656072 E22/G01 F 61,750.00 ZZ 360 61,671.66 2 608-610 HOMEWOOD PLACE 10.250 553.34 95 10.000 553.34 65,000.00 WESTWEGO LA 70094 1 08/01/00 23 0412077463 05 09/01/00 0 0412077463 N 08/01/30 0 3656677 E22/G01 F 120,600.00 ZZ 360 120,420.63 1 1501 CALAMONDIN LANE W 9.500 1,014.07 105 9.250 1,014.07 115,000.00 CLEARWATER FL 33759 1 07/31/00 23 0412001778 05 09/01/00 0 0412001778 O 08/01/30 0 3656678 E22/G01 F 80,650.00 ZZ 360 80,547.67 1 401 HAZEL STREET 10.250 722.71 107 9.750 722.71 76,000.00 ZELIENOPLE PA 16063 1 07/31/00 23 0412011728 05 09/01/00 0 0412011728 O 08/01/30 0 3656691 E22/G01 F 236,900.00 ZZ 360 236,670.69 1 24 PRISCILLA AVENUE 11.500 2,346.00 103 11.250 2,346.00 230,000.00 SCITUATE MA 02066 1 07/31/00 23 0412035180 05 09/01/00 0 0412035180 O 08/01/30 0 3656696 E22/G01 F 136,400.00 ZZ 360 136,217.46 1 5728 142ND PLACE NORTHEAST 10.000 1,197.01 107 9.500 1,197.01 127,500.00 MARYSVILLE WA 98271 1 07/27/00 23 0412039281 05 09/01/00 0 0412039281 O 08/01/30 0 3656699 E22/G01 F 89,900.00 ZZ 360 89,782.86 1 4808 ADDAX DRIVE 10.125 797.25 100 9.625 797.25 89,900.00 1 NEW PORT RICHEY FL 34653 1 07/31/00 23 0412040685 05 09/01/00 0 0412040685 O 08/01/30 0 3656704 E22/G01 F 224,700.00 ZZ 360 224,391.21 2 923-25 LOUISIANA AVENUE 9.875 1,951.18 107 9.625 1,951.18 210,000.00 NEW ORLEANS LA 70115 1 07/31/00 23 0412044729 05 09/01/00 0 0412044729 O 08/01/30 0 3656720 E22/G01 F 143,500.00 ZZ 360 143,321.73 2 130 BRICKYARD ROAD 10.375 1,299.26 100 10.125 1,299.26 144,500.00 SOUTHAMPTON MA 01073 1 07/31/00 23 0412054991 05 09/01/00 0 0412054991 O 08/01/30 0 3656723 E22/G01 F 147,250.00 ZZ 360 147,072.93 2 3650 DALEFORD ROAD 10.500 1,346.95 95 10.250 1,346.95 155,000.00 SHAKER HEIGHTS OH 44120 1 07/31/00 23 0412056970 05 09/01/00 0 0412056970 N 08/01/30 0 3656727 E22/G01 F 176,550.00 ZZ 360 176,337.68 2 1564 & 1568 33RD STREET 10.500 1,614.97 107 10.000 1,614.97 165,000.00 SACRAMENTO CA 95816 1 07/25/00 23 0412058240 05 09/01/00 0 0412058240 O 08/01/30 0 3656732 E22/G01 F 29,900.00 ZZ 360 29,864.04 1 2770 S. GARDEN DRIVE 10.500 273.51 100 UNIT # 106 10.250 273.51 29,900.00 LAKE WORTH FL 33461 1 07/31/00 23 0412060832 01 09/01/00 0 0412060832 O 08/01/30 0 1 3656734 E22/G01 F 133,750.00 ZZ 360 133,597.59 1 521 NW 37TH STREET 10.750 1,248.53 107 10.500 1,248.53 125,000.00 OKLAHOMA CITY OK 73118 1 07/31/00 23 0412062408 05 09/01/00 0 0412062408 O 08/01/30 0 3656742 E22/G01 F 80,500.00 T 360 80,386.41 1 1917 PALM DRIVE 9.750 691.62 100 9.500 691.62 80,500.00 CLEARWATER FL 33763 1 07/28/00 23 0412066755 05 09/01/00 0 0412066755 O 08/01/30 0 3656744 E22/G01 F 56,500.00 ZZ 360 56,432.05 1 711 GILLESPIE STREET 10.500 516.83 100 10.250 516.83 56,500.00 SAN ANTONIO TX 78212 1 07/28/00 23 0412067118 05 09/01/00 0 0412067118 O 08/01/30 0 3656753 E22/G01 F 127,000.00 ZZ 360 126,834.52 1 18639 NW 77TH PLACE 10.125 1,126.26 100 9.625 1,126.26 127,000.00 MIAMI FL 33015 1 07/31/00 23 0412070781 03 09/01/00 0 0412070781 O 08/01/30 0 3656754 E22/G01 F 165,300.00 ZZ 360 164,968.31 1 1109 TIVOLI LANE 9.875 1,435.38 107 UNIT # 128 9.625 1,435.38 154,500.00 SIMI VALLEY CA 93065 1 07/27/00 23 0412071011 01 09/01/00 0 0412071011 O 08/01/30 0 3656755 E22/G01 F 142,750.00 ZZ 360 142,543.19 1 1 436 CASCADE DRIVE 9.625 1,213.36 100 9.125 1,213.36 142,750.00 SPRINGFIELD OR 97478 1 07/27/00 23 0412071342 05 09/01/00 0 0412071342 O 08/01/30 0 3656758 E22/G01 F 84,200.00 ZZ 360 84,090.29 1 457 HIGHLAND CREEK PARKWAY 10.125 746.70 103 9.875 746.70 81,900.00 BATON ROUGE LA 70808 1 07/31/00 23 0412074064 05 09/01/00 0 0412074064 O 08/01/30 0 3656759 E22/G01 F 220,400.00 ZZ 360 220,105.04 1 6620 PALOMINO CIRCLE 10.000 1,934.17 107 9.500 1,934.17 206,000.00 WEST LINN OR 97068 1 07/26/00 23 0412074148 05 09/01/00 0 0412074148 O 08/01/30 0 3660163 E22/G01 F 337,750.00 ZZ 360 337,260.87 1 3713 BARRINGTON DRIVE 9.750 2,901.79 106 9.250 2,901.79 320,000.00 CONCORD CA 94518 1 07/27/00 23 0411974124 05 09/01/00 0 0411974124 O 08/01/30 0 3660167 E22/G01 F 80,000.00 ZZ 360 79,903.79 1 510 SWEET GUM ROAD 10.500 731.79 100 10.250 731.79 80,000.00 RIVA MD 21140 1 08/02/00 23 0411990666 05 09/01/00 0 0411990666 O 08/01/30 0 3660171 E22/G01 F 74,900.00 ZZ 360 74,809.92 1 4626 DRIESLER CIRCLE 10.500 685.14 107 10.000 685.14 70,000.00 TAMPA FL 33634 1 08/02/00 23 0412039455 05 09/01/00 0 1 0412039455 O 08/01/30 0 3660173 E22/G01 F 136,950.00 ZZ 360 136,802.16 1 6157 RIFLECREST AVENUE 11.000 1,304.21 100 10.500 1,304.21 136,990.00 LAS VEGAS NV 89156 1 07/27/00 23 0412043978 03 09/01/00 0 0412043978 O 08/01/30 0 3660176 E22/G01 F 44,700.00 ZZ 360 44,662.34 1 14579 OLD COURTHOUSE WAY 10.250 400.56 95 UNIT # E 10.000 400.56 47,100.00 NEWPORT NEWS VA 23608 1 08/02/00 23 0412052953 09 10/01/00 0 0412052953 N 09/01/30 0 3660177 E22/G01 F 91,450.00 ZZ 360 91,340.02 1 54 WILDFIRE LANE 10.500 836.53 95 10.250 836.53 96,382.00 NEW CASTLE DE 19720 1 08/02/00 23 0412053084 09 09/01/00 0 0412053084 N 08/01/30 0 3660178 E22/G01 F 31,000.00 ZZ 360 30,961.69 1 4230 D'ESTE COURT, UNIT # 304 10.375 280.68 107 9.875 280.68 29,000.00 LAKE WORTH FL 33467 1 07/31/00 23 0412056137 01 09/01/00 0 0412056137 O 08/01/30 0 3660180 E22/G01 F 70,000.00 ZZ 360 69,913.54 1 2320 HIGHWAY 241 10.375 633.78 100 9.875 633.78 70,000.00 SUNNYSIDE WA 98944 1 07/25/00 23 0412056475 05 09/01/00 0 0412056475 O 08/01/30 0 1 3660190 E22/G01 F 217,000.00 ZZ 360 216,585.31 1 18005 BURN ROAD 9.500 1,824.65 100 9.000 1,824.65 217,000.00 ARLINGTON WA 98223 1 07/28/00 23 0412071680 05 09/01/00 0 0412071680 O 08/01/30 0 3662116 526/G01 F 54,100.00 ZZ 360 54,073.66 1 2050 S 1400 EAST A-124 12.750 587.91 100 12.500 587.91 54,100.00 ST GEORGE UT 84790 1 08/04/00 23 0432344307 01 10/01/00 0 0417862 O 09/01/30 0 3664538 E22/G01 F 115,000.00 ZZ 360 114,833.39 1 1218 EAST 87TH PLACE 9.625 977.49 100 9.125 977.49 115,000.00 LOS ANGELES CA 90002 1 07/25/00 23 0412026676 05 09/01/00 0 0412026676 O 08/01/30 0 3664540 E22/G01 F 82,400.00 ZZ 360 82,344.44 1 6612 PRENTISS DRIVE 13.125 919.57 103 12.875 919.57 80,000.00 SACRAMENTO CA 95823 1 07/27/00 23 0412028904 05 09/01/00 0 0412028904 O 08/01/30 0 3664541 E22/G01 F 130,000.00 ZZ 360 129,843.66 1 533 E 6TH STREET 10.500 1,189.16 100 10.250 1,189.16 130,000.00 TIPTON IA 52772 1 08/03/00 23 0412035487 05 09/01/00 0 0412035487 O 08/01/30 0 3664544 E22/G01 F 344,500.00 ZZ 360 344,026.59 1 1061 FOXCHASE DRIVE 9.875 2,991.46 104 9.625 2,991.46 333,000.00 1 SAN JOSE CA 95123 1 07/20/00 23 0412047581 01 09/01/00 0 0412047581 O 08/01/30 0 3664549 E22/G01 F 249,500.00 ZZ 360 249,156.14 1 486 KALALAU PLACE 10.250 2,235.77 100 10.000 2,235.77 249,500.00 KIHEI HI 96753 1 07/26/00 23 0412062622 05 09/01/00 0 0412062622 O 08/01/30 0 3668395 E22/G01 F 384,100.00 ZZ 360 383,612.63 1 258 WILCOX COURT 10.250 3,441.93 107 10.000 3,441.93 359,000.00 BARTLETT IL 60103 1 08/04/00 23 0412061764 05 09/01/00 0 0412061764 O 08/01/30 0 3668402 E22/G01 F 237,500.00 ZZ 360 237,289.00 1 2011 COUNTRYWOOD COURT 10.000 2,084.23 100 9.750 2,084.23 237,500.00 ENCINITAS CA 92024 1 08/01/00 23 0412073348 01 10/01/00 0 0412073348 O 09/01/30 0 3668406 E22/G01 F 233,900.00 ZZ 360 233,603.00 1 9517 CLIFFSIDE DRIVE 10.250 2,095.98 100 10.000 2,095.98 233,900.00 IRVING TX 75063 1 08/03/00 23 0412078032 03 10/01/00 0 0412078032 O 09/01/30 0 3668408 E22/G01 F 112,000.00 ZZ 360 111,841.98 1 1605 COUNTRY MEADOWS DRIVE 9.750 962.25 100 9.250 962.25 112,000.00 SEVIERVILLE TN 37862 1 08/04/00 23 0412079956 05 09/01/00 0 0412079956 O 08/01/30 0 1 3673522 E22/G01 F 110,000.00 ZZ 360 109,907.35 2 1881 N.W. 59 TERRACE 10.250 985.71 100 9.750 985.71 110,000.00 SUNRISE FL 33313 1 08/07/00 23 0412074304 05 10/01/00 0 0412074304 O 09/01/30 0 3680310 E22/G01 F 77,250.00 ZZ 360 76,987.45 1 704 WEST LAMBERT ROAD UNIT#2 10.500 706.64 100 10.000 706.64 77,250.00 LA HABRA CA 90631 1 08/03/00 23 0412043358 01 10/01/00 0 0412043358 O 09/01/30 0 3680326 E22/G01 F 317,500.00 ZZ 360 317,228.80 1 42660 PHILADELPHIA PLACE 10.250 2,845.12 105 10.000 2,845.12 305,000.00 FREMONT CA 94538 1 08/03/00 23 0412066854 05 10/01/00 0 0412066854 O 09/01/30 0 3680327 E22/G01 F 119,500.00 ZZ 360 119,340.07 1 8524 BELLAMY WAY 10.000 1,048.70 100 9.500 1,048.70 119,500.00 SACRAMENTO CA 95828 1 08/03/00 23 0412068868 05 09/01/00 0 0412068868 O 08/01/30 0 3680336 E22/G01 F 287,000.00 ZZ 360 286,770.90 1 1468 CATHLAMET COURT NORTHWEST 10.500 2,625.30 100 10.250 2,625.30 287,000.00 SALEM OR 97304 1 08/04/00 23 0412077927 05 10/01/00 0 0412077927 O 09/01/30 0 3683824 526/G01 F 128,000.00 ZZ 360 127,846.05 1 1 341 TEE LN 10.500 1,170.87 100 10.250 1,170.87 128,000.00 CARPENTERSVILLE IL 60110 1 07/14/00 23 0432198901 05 09/01/00 0 0414432 O 08/01/30 0 3684445 E22/G01 F 129,000.00 ZZ 360 128,455.32 1 17709 HIGHLAND AVE 10.250 1,155.97 100 10.000 1,155.97 129,000.00 TINLEY PARK IL 60477 1 08/09/00 23 0412030413 05 10/01/00 0 0412030413 O 09/01/30 0 3684450 E22/G01 F 127,700.00 ZZ 360 127,592.44 1 8084 WORTHY DRIVE 10.250 1,144.32 103 10.000 1,144.32 124,000.00 WESTMINSTER CA 92683 1 07/31/00 23 0412047870 01 10/01/00 0 0412047870 O 09/01/30 0 3684451 E22/G01 F 195,700.00 ZZ 360 195,543.79 2 660 SIBLEY 10.500 1,790.14 103 10.250 1,790.14 190,000.00 CALUMET CITY IL 60409 1 08/09/00 23 0412049017 05 10/01/00 0 0412049017 O 09/01/30 0 3688468 E22/G01 F 144,688.00 ZZ 360 144,504.43 1 1972 S. SONG BIRD DR. 10.250 1,296.55 100 9.750 1,296.55 144,688.00 TUCSON AZ 85748 1 07/19/00 23 0411971906 05 09/01/00 0 0411971906 O 08/01/30 0 3688474 E22/G01 F 41,150.00 ZZ 360 41,118.02 1 915 LAKESHORE DRIVE 10.625 380.27 107 10.375 380.27 38,500.00 MEDWAY OH 45341 1 08/10/00 23 0412050494 05 10/01/00 0 1 0412050494 O 09/01/30 0 3688477 E22/G01 F 142,000.00 ZZ 360 141,903.67 1 6551 W. SCHOOL 11.250 1,379.19 103 11.000 1,379.19 139,000.00 CHICAGO IL 60634 1 08/10/00 23 0412056715 01 10/01/00 0 0412056715 O 09/01/30 0 3688486 E22/G01 F 145,000.00 ZZ 360 144,877.86 1 3389 BILLINGS DRIVE 10.250 1,299.35 100 9.750 1,299.35 145,000.00 REDDING CA 96002 1 08/04/00 23 0412076580 05 10/01/00 0 0412076580 O 09/01/30 0 3688487 E22/G01 F 171,580.00 ZZ 360 171,427.55 1 930 NORTH SKY MOUNTAIN CO 10.000 1,505.74 99 9.500 1,505.74 174,500.00 HURRICANE UT 84737 1 08/08/00 23 0412078743 03 10/01/00 0 0412078743 O 09/01/30 0 3688489 E22/G01 F 363,250.00 ZZ 360 362,900.56 1 20551 MARSHALL STREET 9.625 3,087.59 107 9.125 3,087.59 339,500.00 CASTRO VALLEY CA 94546 1 08/07/00 23 0412080608 05 10/01/00 0 0412080608 O 09/01/30 0 3688492 E22/G01 F 164,800.00 ZZ 360 164,726.34 1 10104 JANE COURT 13.125 1,839.13 103 12.625 1,839.13 160,000.00 RIVER RIDGE LA 70123 1 08/10/00 23 0412083263 05 10/01/00 0 0412083263 O 09/01/30 0 1 3688493 E22/G01 F 244,800.00 ZZ 360 244,558.23 1 3496 BUENA VISTA DRIVE 9.500 2,058.41 100 9.000 2,058.41 244,800.00 SHINGLE SPRINGS CA 95682 1 08/07/00 23 0412083495 05 10/01/00 0 0412083495 O 09/01/30 0 3688494 E22/G01 F 300,000.00 ZZ 360 299,747.33 1 471 PLEASANT RIDGE 10.250 2,688.30 95 10.000 2,688.30 319,065.00 CANTON MI 48188 1 08/10/00 23 0412084014 05 10/01/00 0 0412084014 N 09/01/30 0 3688495 E22/G01 F 250,000.00 ZZ 360 249,789.44 1 10925 W. MONTANA PL. 10.250 2,240.25 100 10.000 2,240.25 250,000.00 LAKEWOOD CO 80232 1 08/10/00 23 0412088734 05 10/01/00 0 0412088734 O 09/01/30 0 3688542 U05/G01 F 118,750.00 ZZ 360 118,691.59 1 18130 ROLLING MEADOWS WAY #192 9.500 998.51 107 9.250 998.51 111,000.00 OLNEY MD 20832 1 09/15/00 23 0432316115 01 11/01/00 0 3060003 O 10/01/30 0 3689784 526/G01 F 162,649.00 ZZ 360 162,488.36 1 1911 ROARING TRAIL COURT 9.500 1,367.64 107 9.250 1,367.64 152,009.00 FRESNO TX 77545 1 08/25/00 23 0432315893 05 10/01/00 0 0418997 O 09/01/30 0 3690606 B57/G01 F 277,070.00 ZZ 180 276,370.23 1 4545 WEST SWEETWATER DRIVE 9.500 2,893.24 103 9.250 2,893.24 269,000.00 1 TUCSON AZ 85745 1 09/01/00 23 0432313633 05 11/01/00 0 20A0474 O 10/01/15 0 3692629 E22/G01 F 117,700.00 ZZ 360 115,309.81 1 42347 COUNTY ROAD #116 10.500 1,076.65 107 10.000 1,076.65 110,000.00 KNIGHTS LANDING CA 95645 1 08/02/00 23 0412002347 05 10/01/00 0 0412002347 O 09/01/30 0 3692631 E22/G01 F 53,500.00 ZZ 360 53,460.61 1 6109 OAK CLUSTER CIRCLE 10.875 504.45 107 10.625 504.45 50,000.00 TAMPA FL 33634 1 08/11/00 23 0412015901 09 10/01/00 0 0412015901 O 09/01/30 0 3692635 E22/G01 F 77,000.00 ZZ 360 76,940.16 1 3170 N. MICHIGAN 10.625 711.56 107 10.375 711.56 72,000.00 SAGINAW MI 48604 1 08/11/00 23 0412046815 05 10/01/00 0 0412046815 O 09/01/30 0 3692644 E22/G01 F 211,000.00 ZZ 360 210,807.48 1 6397 OTIS STREET 9.875 1,832.22 100 9.375 1,832.22 211,000.00 ARVADA CO 80003 1 08/14/00 23 0412060022 05 10/01/00 0 0412060022 O 09/01/30 0 3692646 E22/G01 F 56,500.00 ZZ 360 56,445.05 1 9631 S.W. 77 AVENUE 9.750 485.42 100 UNIT # 107-C 9.250 485.42 56,500.00 MIAMI FL 33156 1 08/02/00 23 0412060782 01 10/01/00 0 0412060782 O 09/01/30 0 1 3692649 E22/G01 F 190,200.00 ZZ 360 190,044.05 1 53315 BROOKFIELD 10.375 1,722.08 103 10.125 1,722.08 185,000.00 SHELBY TOWNSHIP MI 48316 1 08/11/00 23 0412063059 05 10/01/00 0 0412063059 O 09/01/30 0 3692657 E22/G01 F 165,000.00 ZZ 360 164,849.45 1 6413 GLEN OAK DRIVE 9.875 1,432.78 100 9.625 1,432.78 165,000.00 TEMPLE HILLS MD 20748 1 08/11/00 23 0412074825 05 10/01/00 0 0412074825 O 09/01/30 0 3692664 E22/G01 F 117,600.00 ZZ 360 117,500.94 1 328 NEWPORT DRIVE 10.250 1,053.82 95 10.000 1,053.82 123,800.00 VAN ALSTYNE TX 75495 1 08/11/00 23 0412087645 05 10/01/00 0 0412087645 N 09/01/30 0 3692665 E22/G01 F 69,500.00 ZZ 360 69,439.88 1 4414 SUN GATE DRIVE 10.125 616.34 100 9.875 616.34 69,500.00 SAN ANTONIO TX 78217 1 08/11/00 23 0412087710 05 10/01/00 0 0412087710 O 09/01/30 0 3692667 E22/G01 F 164,000.00 ZZ 360 163,858.12 1 130 WISTERIA LANE 10.125 1,454.39 100 9.875 1,454.39 164,000.00 MANDEVILLE LA 70448 1 08/11/00 23 0412093114 05 10/01/00 0 0412093114 O 09/01/30 0 3697615 E22/G01 F 124,500.00 T 360 124,400.62 1 1 11956 EAST MAPLETON ROAD 10.500 1,138.85 103 10.000 1,138.85 121,000.00 MAPLETON OR 97453 1 08/01/00 23 0412045981 05 10/01/00 0 0412045981 O 09/01/30 0 3697619 E22/G01 F 167,950.00 ZZ 360 167,812.28 1 2274 ROSS PLACE 10.375 1,520.63 107 10.125 1,520.63 157,000.00 FAIRFIELD CA 94533 1 08/08/00 23 0412053035 05 10/01/00 0 0412053035 O 09/01/30 0 3697625 E22/G01 F 281,400.00 ZZ 360 281,143.27 1 5024 VIA CALDERON 9.875 2,443.53 107 9.375 2,443.53 263,000.00 CAMARILLO CA 93012 1 08/08/00 23 0412058125 03 10/01/00 0 0412058125 O 09/01/30 0 3697637 E22/G01 F 305,700.00 ZZ 360 305,421.09 1 16219 SORIANO DRIVE 9.875 2,654.54 106 9.375 2,654.54 289,000.00 HACIENDA HEIGHT CA 91745 1 08/08/00 23 0412071078 05 10/01/00 0 0412071078 O 09/01/30 0 3697663 E22/G01 F 65,000.00 ZZ 360 64,945.25 1 3042 COTTAGE GROVE 10.250 582.47 95 10.000 582.47 68,500.00 OMAHA NE 68131 1 08/14/00 23 0412093155 05 10/01/00 0 0412093155 N 09/01/30 0 3697666 E22/G01 F 69,500.00 ZZ 360 69,441.46 1 309 WILLIAMSON STREET 10.250 622.79 100 10.000 622.79 69,500.00 BURLINGTON NC 27215 1 08/14/00 23 0412094344 05 10/01/00 0 1 0412094344 O 09/01/30 0 3700730 664/G01 F 94,900.00 ZZ 360 94,811.36 1 306 HEMLOCK AVE 10.250 850.41 95 10.000 850.41 99,900.00 ROMEOVILLE IL 60446 1 08/17/00 23 0432375459 05 10/01/00 0 12477 O 09/01/30 0 3701846 E22/G01 F 65,900.00 ZZ 360 65,858.02 1 328 KENNETH 13.375 748.36 103 12.875 748.36 64,000.00 JACKSON MI 49203 1 07/27/00 23 0412013815 05 09/01/00 0 0412013815 O 08/01/30 0 3701850 E22/G01 F 106,900.00 ZZ 360 106,809.96 1 25 MONTE TIERRA TRAIL 10.250 957.93 100 10.000 957.93 106,900.00 MONTEVALLO AL 35115 1 08/15/00 23 0412027443 05 10/01/00 0 0412027443 O 09/01/30 0 3701874 E22/G01 F 224,500.00 ZZ 360 224,289.67 1 21222 NORTHEAST 60TH PLACE 9.750 1,928.80 106 9.250 1,928.80 213,000.00 REDMOND WA 98053 1 08/10/00 23 0412074361 05 10/01/00 0 0412074361 O 09/01/30 0 3701879 E22/G01 F 164,245.00 ZZ 360 164,102.92 1 4307 DESERT PLATEAU DRIVE 10.125 1,456.56 107 9.625 1,456.56 153,500.00 PASCO WA 99301 1 08/11/00 23 0412080004 05 10/01/00 0 0412080004 O 09/01/30 0 1 3701881 E22/G01 F 242,000.00 ZZ 360 241,779.21 1 1131 SUNNY COURT UNIT#C 9.875 2,101.40 100 9.625 2,101.40 242,000.00 SAN JOSE CA 95116 1 08/07/00 23 0412082182 01 10/01/00 0 0412082182 O 09/01/30 0 3701885 E22/G01 F 254,300.00 ZZ 360 254,085.81 1 3745 CHARTER DRIVE 10.250 2,278.79 100 10.000 2,278.79 254,300.00 FRISCO TX 75034 1 08/15/00 23 0412083040 03 10/01/00 0 0412083040 O 09/01/30 0 3701887 E22/G01 F 395,840.00 ZZ 360 395,419.14 1 7738 19TH AVENUE NORTHEAST 9.750 3,400.88 107 9.250 3,400.88 369,950.00 SEATTLE WA 98115 1 08/09/00 23 0412084261 05 10/01/00 0 0412084261 O 09/01/30 0 3701895 E22/G01 F 79,000.00 T 360 78,938.61 1 BRIARCLIFF, UNIT # E-27 10.625 730.04 100 10.375 730.04 79,000.00 BANNER ELK NC 28604 1 08/15/00 23 0412094492 01 10/01/00 0 0412094492 O 09/01/30 0 3701896 E22/G01 F 109,000.00 ZZ 360 108,892.35 1 7500 DOUBLE SPRINGS COURT 9.500 916.53 95 9.250 916.53 114,900.00 CHARLOTTE NC 28262 1 08/15/00 23 0412095366 03 10/01/00 0 0412095366 N 09/01/30 0 3701897 E22/G01 F 208,000.00 ZZ 360 207,820.06 1 3285 WEST ARROWLEAF COURT 10.125 1,844.59 100 9.875 1,844.59 208,000.00 1 CASTLE ROCK CO 80104 1 08/15/00 23 0412097727 03 10/01/00 0 0412097727 O 09/01/30 0 3706523 E22/G01 F 191,000.00 ZZ 360 190,834.76 1 41772 ASPEN 10.125 1,693.84 100 9.875 1,693.84 191,000.00 NOVI MI 48375 1 08/16/00 23 0412026031 05 10/01/00 0 0412026031 O 09/01/30 0 3706525 E22/G01 F 347,750.00 ZZ 360 337,378.39 1 42930 GATEWOOD STREET 10.375 3,148.55 107 9.875 3,148.55 325,000.00 FREMONT CA 94538 1 08/03/00 23 0412045908 05 10/01/00 0 0412045908 O 09/01/30 0 3706527 E22/G01 F 121,000.00 ZZ 360 120,898.09 1 11353 WRIGHT ROAD 10.250 1,084.28 100 10.000 1,084.28 121,000.00 LYNWOOD CA 90262 1 08/08/00 23 0412051146 05 10/01/00 0 0412051146 O 09/01/30 0 3706529 E22/G01 F 83,950.00 ZZ 360 83,875.41 1 770 AUGUST ROAD 10.000 736.72 107 9.750 736.72 79,000.00 MUSKEGON MI 49441 1 08/16/00 23 0412059057 05 10/01/00 0 0412059057 O 09/01/30 0 3706533 E22/G01 F 58,850.00 ZZ 360 58,800.43 1 123 TOELKES DRIVE 10.250 527.36 107 10.000 527.36 55,000.00 GOODLAND KS 67735 1 08/16/00 23 0412070187 05 10/01/00 0 0412070187 O 09/01/30 0 1 3706536 E22/G01 F 304,950.00 ZZ 360 304,699.94 1 953 OAKMOUND AVENUE 10.375 2,761.04 107 (NEWBURY PARK) 9.875 2,761.04 285,000.00 THOUSAND OAKS CA 91320 1 08/10/00 23 0412072233 05 10/01/00 0 0412072233 O 09/01/30 0 3706538 E22/G01 F 132,450.00 ZZ 360 132,338.43 1 414 VIOLETTA AVENUE 10.250 1,186.89 100 9.750 1,186.89 132,490.00 NORTH LAS VEGAS NV 89031 1 08/11/00 23 0412077018 05 10/01/00 0 0412077018 O 09/01/30 0 3706541 E22/G01 F 80,400.00 ZZ 360 80,326.65 1 111 SOUTH PALO ALTO AVENUE 9.875 698.15 100 9.375 698.15 80,400.00 PANAMA CITY FL 32401 1 08/16/00 23 0412083297 05 10/01/00 0 0412083297 O 09/01/30 0 3706544 E22/G01 F 125,250.00 ZZ 360 125,147.30 2 11955 WEST MCKINNEY AVENUE 10.375 1,134.02 105 9.875 1,134.02 120,000.00 HOUSTON TX 77019 1 08/15/00 23 0412088007 05 10/01/00 0 0412088007 O 09/01/30 0 3706547 E22/G01 F 171,000.00 ZZ 360 170,801.50 1 13048 COLES CREEK BOULEVARD 9.750 1,469.15 107 9.500 1,469.15 161,000.00 HAMMOND LA 70403 1 08/16/00 23 0412089450 05 10/01/00 0 0412089450 O 09/01/30 0 3706555 E22/G01 F 136,450.00 ZZ 360 136,352.24 2 1 10520-22 HARVEST MOON AVE 11.000 1,299.45 103 10.500 1,299.45 132,500.00 OKLAHOMA CITY OK 73162 1 08/16/00 23 0412098451 05 10/01/00 0 0412098451 O 09/01/30 0 3707048 526/G01 F 100,900.00 ZZ 360 100,530.56 1 10713 WEST ROMA AVENUE 11.375 989.59 103 11.125 989.59 98,000.00 PHOENIX AZ 85037 1 08/29/00 23 0432353720 05 10/01/00 0 0421066 O 09/01/30 0 3707752 E22/G01 F 29,350.00 ZZ 360 29,324.61 1 685 NORTH MARKET STREET 10.125 260.28 95 9.875 260.28 30,900.00 ANDREWS IN 46702 1 08/17/00 23 0412033003 05 10/01/00 0 0412033003 N 09/01/30 0 3707755 E22/G01 F 142,140.00 ZZ 360 142,003.28 1 4060 JUDSON AVENUE 9.625 1,208.17 103 9.125 1,208.17 138,000.00 LAS VEGAS NV 89115 1 08/08/00 23 0412043853 05 10/01/00 0 0412043853 O 09/01/30 0 3707771 E22/G01 F 197,950.00 ZZ 360 197,783.27 1 110 COPPERWOOD CROSSING 10.250 1,773.83 107 10.000 1,773.83 185,000.00 LAFAYETTE LA 70508 1 08/17/00 23 0412090326 03 10/01/00 0 0412090326 O 09/01/30 0 3707776 E22/G01 F 126,000.00 ZZ 360 125,888.06 1 1380 EAST WASHINGTON AVENUE 10.000 1,105.74 100 UNIT # 3 9.500 1,105.74 126,000.00 EL CAJON CA 92019 1 08/14/00 23 0412097149 01 10/01/00 0 1 0412097149 O 09/01/30 0 3709932 E82/G01 F 95,000.00 ZZ 360 94,967.16 1 528 PELHAM ROAD 14.250 1,144.45 100 14.000 1,144.45 95,000.00 ERIE PA 16511 1 08/17/00 23 0400305165 05 10/01/00 0 0400305165 O 09/01/30 0 3712731 948/G01 F 265,750.00 ZZ 360 265,635.53 1 19712 76TH AVENUE SOUTHEAST 10.125 2,356.74 101 9.875 2,356.74 265,000.00 SNOHOMISH WA 98296 1 09/12/00 23 0432315216 05 11/01/00 0 53338 O 10/01/30 0 3713067 E22/G01 F 250,000.00 ZZ 360 249,911.04 1 1038 RIDGEVIEW CIRCLE 14.125 2,986.93 101 13.625 2,986.93 249,900.00 LAKE ORION MI 48362 1 08/18/00 23 0412050882 05 10/01/00 0 0412050882 O 09/01/30 0 3713073 E22/G01 F 36,050.00 ZZ 360 36,027.08 1 420 E. ARCADIA 11.750 363.89 103 11.500 363.89 35,000.00 PEORIA IL 61614 1 08/18/00 23 0412062879 05 10/01/00 0 0412062879 O 09/01/30 0 3713076 E22/G01 F 266,750.00 ZZ 360 266,513.01 1 7545 BALDWIN DAM ROAD 10.000 2,340.92 100 9.500 2,340.92 266,750.00 FOLSOM CA 95630 1 08/10/00 23 0412069163 05 10/01/00 0 0412069163 O 09/01/30 0 1 3713082 E22/G01 F 135,200.00 ZZ 360 135,073.33 1 2431 HIGHWAY SR 970 9.750 1,161.58 105 9.500 1,161.58 129,500.00 CLE ELUM WA 98922 1 08/16/00 23 0412077158 05 10/01/00 0 0412077158 O 09/01/30 0 3713090 E22/G01 F 102,900.00 ZZ 360 102,757.71 1 1308 S. MOUNTAIN ST. 10.250 922.09 100 10.000 922.09 102,900.00 BAY CITY MI 48706 1 08/18/00 23 0412082430 05 10/01/00 0 0412082430 O 09/01/30 0 3713092 E22/G01 F 108,700.00 ZZ 360 108,605.96 1 3132 CHUBASCO WAY 10.125 963.98 103 9.625 963.98 106,000.00 CARSON CITY NV 89701 1 08/14/00 23 0412084071 03 10/01/00 0 0412084071 O 09/01/30 0 3713097 E22/G01 F 146,350.00 ZZ 360 146,226.74 1 9229 172ND SREET NORTHWEST 10.250 1,311.44 105 10.000 1,311.44 140,000.00 STANWOOD WA 98292 1 08/11/00 23 0412088387 03 10/01/00 0 0412088387 O 09/01/30 0 3713104 E22/G01 F 164,800.00 ZZ 360 164,661.21 1 902 12TH STREET 10.250 1,476.77 100 10.000 1,476.77 164,800.00 OREGON CITY OR 97045 1 08/10/00 23 0412092231 05 10/01/00 0 0412092231 O 09/01/30 0 3713105 E22/G01 F 99,500.00 ZZ 360 99,406.78 1 1552 MADRAS STREET SOUTHEAST 9.750 854.86 100 9.250 854.86 99,500.00 1 SALEM OR 97306 1 08/14/00 23 0412092710 01 10/01/00 0 0412092710 O 09/01/30 0 3713110 E22/G01 F 77,300.00 ZZ 360 77,233.14 1 6537 HEATHER COURT 10.125 685.51 100 9.875 685.51 77,300.00 LOWER PAXTON TW PA 17112 1 08/17/00 23 0412099681 09 10/01/00 0 0412099681 O 09/01/30 0 3713111 E22/G01 F 146,000.00 ZZ 360 145,856.55 1 737 TUCSON STREET 10.000 1,281.25 100 9.750 1,281.25 146,000.00 AURORA CO 80011 1 08/18/00 23 0412103103 05 10/01/00 0 0412103103 O 09/01/30 0 3713456 696/G01 F 132,500.00 ZZ 360 132,437.33 1 3910 WALLS LANE 12.875 1,452.78 100 12.625 1,452.78 132,500.00 SUITLAND MD 20746 1 08/16/00 23 0432310092 05 10/01/00 0 20200032 O 09/01/30 0 3717176 U05/G01 F 247,900.00 ZZ 360 247,793.23 1 8 PONDEROSA DRIVE 10.125 2,198.43 100 9.875 2,198.43 247,900.00 YORKVILLE IL 60560 1 09/26/00 23 0432381911 05 11/01/00 0 3066506 O 10/01/30 0 3717820 526/G01 F 85,000.00 ZZ 360 84,928.40 1 10820 LONGLEAF DRIVE 10.250 761.69 106 10.000 761.69 80,500.00 CONROE TX 77385 1 08/25/00 23 0432323236 05 10/01/00 0 0420122 O 09/01/30 0 1 3718303 E87/G01 F 251,450.00 ZZ 360 251,335.76 1 815 BURLINGTON AVENUE 9.875 2,183.46 107 9.625 2,183.46 235,000.00 VENTURA CA 93004 1 09/11/00 00 0432377711 05 11/01/00 0 70003007 O 10/01/30 0 3718449 E22/G01 F 88,800.00 ZZ 360 88,693.20 1 6442 SW 152 PLACE 10.500 812.29 107 10.250 812.29 83,000.00 MIAMI FL 33193 1 07/28/00 23 0412074155 01 09/01/00 0 0412074155 O 08/01/30 0 3718458 E22/G01 F 77,550.00 ZZ 360 77,484.68 1 3 CHURCH STREET 10.250 694.93 107 10.000 694.93 72,500.00 BRANDON VT 05733 1 08/21/00 23 0412086704 05 10/01/00 0 0412086704 O 09/01/30 0 3718469 E22/G01 F 113,750.00 ZZ 360 113,654.18 1 829 EAST GILA LANE 10.250 1,019.32 107 10.000 1,019.32 106,330.00 CHANDLER AZ 85225 1 08/11/00 23 0412091936 03 10/01/00 0 0412091936 O 09/01/30 0 3719193 526/G01 F 113,600.00 ZZ 360 113,443.90 1 4812 BIRCHBEND LANE 9.875 986.44 107 9.625 986.44 106,500.00 FORT WORTH TX 76137 1 07/27/00 23 0432229417 03 09/01/00 0 0414682 O 08/01/30 0 3719465 526/G01 F 162,200.00 ZZ 360 161,971.13 1 1 2012 EAST BLUEFIELD AVE 9.750 1,393.55 101 9.500 1,393.55 162,000.00 PHOENIX AZ 85022 2 07/07/00 23 0432372043 03 09/01/00 0 411365 O 08/01/30 0 3719993 286/G01 F 153,400.00 ZZ 360 153,260.03 1 3343 HOLLYFIELD CIRCLE 9.875 1,332.05 105 9.625 1,332.05 147,000.00 ROANOKE VA 24018 1 08/11/00 23 0432224392 05 10/01/00 0 0000066603 O 09/01/30 0 3722772 E22/G01 F 90,250.00 ZZ 360 90,171.92 1 222 CENTANNI LANE 10.125 800.36 95 9.875 800.36 95,000.00 KENNER LA 70062 1 08/22/00 23 0412056418 05 10/01/00 0 0412056418 N 09/01/30 0 3722779 E22/G01 F 125,000.00 ZZ 360 124,888.96 1 3801 ARNOLD PLACE 10.000 1,096.96 104 9.750 1,096.96 121,000.00 PLANO TX 75074 1 08/22/00 23 0412079022 05 10/01/00 0 0412079022 O 09/01/30 0 3722781 E22/G01 F 61,300.00 ZZ 360 61,244.07 1 3421 BLUE BONNET DRIVE 9.875 532.30 107 9.625 532.30 57,300.00 CORPUS CHRISTI TX 78408 1 08/22/00 23 0412081275 05 10/01/00 0 0412081275 O 09/01/30 0 3722794 E22/G01 F 225,150.00 ZZ 360 224,944.58 1 702 CHRIS WAY 9.875 1,955.09 95 9.375 1,955.09 237,000.00 SEVIERVILLE TN 37862 1 08/22/00 23 0412098188 05 10/01/00 0 1 0412098188 O 09/01/30 0 3722796 E22/G01 F 105,900.00 ZZ 360 105,805.91 1 52 SUNSET TERRACE 10.000 929.35 107 9.750 929.35 99,000.00 COLLINSVILLE CT 06019 1 08/22/00 23 0412110330 05 10/01/00 0 0412110330 O 09/01/30 0 3723605 U05/G01 F 172,000.00 ZZ 360 171,838.85 1 1109 W MADERO AVENUE 9.750 1,477.75 100 9.500 1,477.75 172,000.00 MESA AZ 85210 1 08/25/00 23 0432321644 05 10/01/00 0 3066624 O 09/01/30 0 3727131 E22/G01 F 237,000.00 ZZ 360 232,998.94 1 8110 NORTH KOLMAR AVENUE 10.250 2,123.76 100 10.000 2,123.76 237,000.00 SKOKIE IL 60076 1 08/23/00 23 0412048241 05 10/01/00 0 0412048241 O 09/01/30 0 3727132 E22/G01 F 186,100.00 ZZ 360 185,943.26 1 39064 RIVER DRIVE 10.250 1,667.64 107 10.000 1,667.64 174,000.00 LEBANON OR 97355 1 07/28/00 00 0412050973 05 10/01/00 0 0412050973 O 09/01/30 0 3727148 E22/G01 F 90,000.00 ZZ 360 89,920.05 1 25257 18TH STREET 10.000 789.81 100 9.750 789.81 90,000.00 SAN BERNARDINO CA 92404 1 08/16/00 23 0412086837 05 10/01/00 0 0412086837 O 09/01/30 0 1 3727153 E22/G01 F 101,650.00 ZZ 360 101,546.94 1 1238 SUSAN PLACE 9.375 845.47 107 8.875 845.47 95,000.00 WENATCHEE WA 98801 1 08/17/00 23 0412093080 05 10/01/00 0 0412093080 O 09/01/30 0 3727161 E22/G01 F 137,000.00 ZZ 360 136,937.02 1 17685 EAST TEMPLE DRIVE 13.000 1,515.49 100 12.500 1,515.49 137,000.00 AURORA CO 80015 1 08/23/00 23 0412098816 05 10/01/00 0 0412098816 O 09/01/30 0 3727163 E22/G01 F 120,350.00 ZZ 360 120,248.63 1 5736 ELIZABETH LANE 10.250 1,078.46 107 9.750 1,078.46 112,500.00 CITRUS HEIGHTS CA 95610 1 08/17/00 23 0412098980 09 10/01/00 0 0412098980 O 09/01/30 0 3727164 E22/G01 F 255,150.00 ZZ 360 254,935.10 1 9486 S MORNING GLORY WAY 10.250 2,286.40 107 10.000 2,286.40 238,500.00 LITTLETON CO 80126 1 08/23/00 23 0412099533 03 10/01/00 0 0412099533 O 09/01/30 0 3731426 E22/G01 F 41,200.00 ZZ 360 41,181.06 1 318 E. WARREN AVE. 13.000 455.75 103 12.500 455.75 40,000.00 KINGSVILLE TX 78363 1 08/22/00 23 0411995145 05 10/01/00 0 0411995145 O 09/01/30 0 3731427 E22/G01 F 297,000.00 ZZ 360 296,721.75 1 782 DARBY COURT 9.750 2,551.69 100 9.500 2,551.69 297,000.00 1 TRACY CA 95376 1 08/21/00 23 0412000556 05 10/01/00 0 0412000556 O 09/01/30 0 3731429 E22/G01 F 251,000.00 ZZ 360 250,655.72 1 7906 ANCHOR BAY DRIVE 10.625 2,319.48 105 10.375 2,319.48 240,000.00 CLAY TWP MI 48001 1 07/26/00 23 0412034621 05 09/01/00 0 0412034621 O 08/01/30 0 3731438 E22/G01 F 124,000.00 ZZ 360 123,811.76 1 28582 CLEVELAND STREET 10.250 1,111.17 103 10.000 1,111.17 121,000.00 LIVONIA MI 48150 1 08/24/00 23 0412066037 05 10/01/00 0 0412066037 O 09/01/30 0 3731445 E22/G01 F 163,900.00 ZZ 360 163,546.72 1 84 WHEATSTONE CIRCLE 10.125 1,453.50 100 9.875 1,453.50 163,900.00 PERINTON NY 14450 1 08/24/00 23 0412077885 05 10/01/00 0 0412077885 O 09/01/30 0 3731452 E22/G01 F 201,000.00 ZZ 360 200,811.69 1 160 HIGH RANGE ROAD 9.750 1,726.90 106 9.500 1,726.90 189,900.00 LONDONDERRY NH 03053 1 08/24/00 23 0412089310 05 10/01/00 0 0412089310 O 09/01/30 0 3731458 E22/G01 F 55,000.00 ZZ 360 54,952.42 1 32844 LONE PINE DRIVE 10.125 487.75 100 9.875 487.75 55,000.00 RUNNING SPRINGS CA 92382 1 08/21/00 23 0412099517 05 10/01/00 0 0412099517 O 09/01/30 0 1 3731460 E22/G01 F 300,000.00 ZZ 360 299,747.33 1 1038 HOUSTON CIRCLE 10.250 2,688.30 98 10.000 2,688.30 309,000.00 FOLSOM CA 95630 1 08/16/00 23 0412103889 05 10/01/00 0 0412103889 O 09/01/30 0 3731463 E22/G01 F 120,900.00 ZZ 360 120,795.40 1 4838 STONEY BROOK ROAD 10.125 1,072.17 107 9.875 1,072.17 113,000.00 CINCINNATI OH 45244 1 08/24/00 23 0412107492 05 10/01/00 0 0412107492 O 09/01/30 0 3733628 K15/G01 F 255,500.00 ZZ 360 255,284.80 1 10967 WEST MORE CIRCLE 10.250 2,289.54 100 10.000 2,289.54 255,500.00 SAN DIEGO CA 92126 1 08/16/00 23 0432371987 05 10/01/00 0 3059453 O 09/01/30 0 3735837 K15/G01 F 129,000.00 T 360 128,865.74 1 208 SUNNY SLOPE 9.250 1,061.25 100 9.000 1,061.25 129,000.00 RUIDOSO NM 88345 1 08/29/00 23 0432389054 05 10/01/00 0 3068192 O 09/01/30 0 3736066 E22/G01 F 73,500.00 ZZ 360 73,438.10 1 200 CASTILE CIRCLE 10.250 658.63 100 9.750 658.63 73,500.00 PANAMA CITY BEA FL 32413 1 08/25/00 23 0412072142 05 10/01/00 0 0412072142 O 09/01/30 0 3736070 E22/G01 F 132,100.00 ZZ 360 131,982.64 1 1 148 S. 6TH STREET 10.000 1,159.27 107 9.750 1,159.27 123,500.00 LASALLE CO 80645 1 08/25/00 23 0412078305 05 10/01/00 0 0412078305 O 09/01/30 0 3736073 E22/G01 F 51,850.00 ZZ 360 51,802.66 1 11 PINEY DRIVE 10.625 479.14 107 10.375 479.14 48,500.00 GREENVILLE SC 29611 1 08/25/00 23 0412081655 05 10/01/00 0 0412081655 O 09/01/30 0 3736079 E22/G01 F 143,500.00 ZZ 360 143,379.13 1 7037 SOUTH WEBSTER STREET 10.250 1,285.91 103 10.000 1,285.91 139,900.00 LITTLETON CO 80128 1 08/25/00 23 0412086613 01 10/01/00 0 0412086613 O 09/01/30 0 3736083 E22/G01 F 150,000.00 ZZ 360 149,870.25 1 45681 EDGEWATER 10.125 1,330.23 100 9.875 1,330.23 150,000.00 CHESTERFIELD MI 48047 1 08/25/00 23 0412089807 05 10/01/00 0 0412089807 O 09/01/30 0 3736084 E22/G01 F 93,800.00 ZZ 360 93,714.43 1 726 PECAN STREET 9.875 814.51 100 9.625 814.51 93,800.00 BURLESON TX 76028 1 08/25/00 23 0412090979 05 10/01/00 0 0412090979 O 09/01/30 0 3736085 E22/G01 F 185,050.00 ZZ 360 184,811.22 1 9672 ADAMS STREET 10.250 1,658.24 107 10.000 1,658.24 173,900.00 THORNTON CO 80229 1 08/25/00 23 0412092215 05 10/01/00 0 1 0412092215 O 09/01/30 0 3736090 E22/G01 F 197,000.00 ZZ 360 196,810.49 1 8573 BANEBERRY COURT 9.625 1,674.48 105 9.375 1,674.48 188,793.00 ELK GROVE CA 95624 1 08/21/00 23 0412097321 05 10/01/00 0 0412097321 O 09/01/30 0 3736091 E22/G01 F 116,900.00 ZZ 360 116,373.17 1 1318 SMOKERISE LANE 9.625 993.64 106 9.125 993.64 110,400.00 AUBURN GA 30011 1 08/25/00 23 0412099046 05 10/01/00 0 0412099046 O 09/01/30 0 3736096 E22/G01 F 136,000.00 ZZ 360 135,931.97 1 3160 NAVION COURT, UNIT # 2 12.625 1,464.67 100 12.125 1,464.67 136,000.00 CAMERON PARK CA 95682 1 08/22/00 23 0412100984 01 10/01/00 0 0412100984 O 09/01/30 0 3736098 E22/G01 F 229,950.00 ZZ 360 229,751.07 1 12529 NORTHEAST 134TH PLACE 10.125 2,039.25 100 9.875 2,039.25 229,999.00 KIRKLAND WA 98034 1 08/18/00 23 0412103350 05 10/01/00 0 0412103350 O 09/01/30 0 3736100 E22/G01 F 123,500.00 ZZ 360 123,393.15 1 3150 OLD JONESBORO ROAD 10.125 1,095.23 95 9.625 1,095.23 130,000.00 HAPEVILLE GA 30354 1 08/24/00 23 0412106767 05 10/01/00 0 0412106767 N 09/01/30 0 1 3736103 E22/G01 F 76,000.00 ZZ 360 75,732.56 1 12310 ECKSMINSTER DR. 10.125 673.99 95 9.875 673.99 80,000.00 SAN ANTONIO TX 78216 1 08/25/00 23 0412109225 05 10/01/00 0 0412109225 N 09/01/30 0 3736107 E22/G01 F 87,500.00 ZZ 360 87,424.30 1 38110 BRONCHO ROAD 10.125 775.97 100 9.875 775.97 87,500.00 SIMONTON TX 77476 1 08/25/00 23 0412113615 03 10/01/00 0 0412113615 O 09/01/30 0 3736109 E22/G01 F 172,000.00 ZZ 360 171,880.09 1 1655 W. CANAL COURT 11.125 1,654.26 103 10.875 1,654.26 167,000.00 LITTLETON CO 80120 1 08/25/00 23 0412114159 01 10/01/00 0 0412114159 O 09/01/30 0 3739902 U05/G01 F 70,000.00 ZZ 360 69,967.34 1 324 WALNUT DRIVE 9.750 601.41 100 9.500 601.41 70,000.00 RUIDOSO NM 88345 1 09/26/00 23 0432389013 05 11/01/00 0 3065008 O 10/01/30 0 3740533 E22/G01 F 108,000.00 ZZ 360 107,913.78 1 5800 KANAN ROAD, UNIT # 284 10.500 987.92 100 10.250 987.92 108,000.00 AGOURA HILLS CA 91301 1 08/17/00 23 0412061962 01 10/01/00 0 0412061962 O 09/01/30 0 3740542 E22/G01 F 226,000.00 ZZ 360 225,804.49 1 1420 FILLMORE ST. 10.125 2,004.22 100 9.875 2,004.22 226,000.00 1 DENVER CO 80206 1 08/28/00 23 0412076531 05 10/01/00 0 0412076531 O 09/01/30 0 3740552 E22/G01 F 285,000.00 ZZ 360 284,732.99 1 28054 VIA DE COSTA, UNIT # 142 9.750 2,448.59 100 9.250 2,448.59 285,000.00 SAN JUAN CAPIST CA 92675 1 08/22/00 23 0412087900 01 10/01/00 0 0412087900 O 09/01/30 0 3740571 E22/G01 F 93,000.00 ZZ 360 92,919.54 1 212 DOMINICAN WAY 10.125 824.75 100 9.625 824.75 93,000.00 ZELIENOPLE PA 16063 1 08/28/00 23 0412105678 05 10/01/00 0 0412105678 O 09/01/30 0 3740581 E22/G01 F 59,000.00 ZZ 360 58,948.95 1 4503 REYNALDO DRIVE 10.125 523.23 100 9.625 523.23 59,000.00 SPRING TX 77373 1 08/28/00 23 0412110959 03 10/01/00 0 0412110959 O 09/01/30 0 3740583 E22/G01 F 64,200.00 ZZ 360 64,148.76 1 306 WALL STREET 10.500 587.26 107 10.250 587.26 60,000.00 TERRELL TX 75160 1 08/28/00 23 0412115065 05 10/01/00 0 0412115065 O 09/01/30 0 3741663 664/G01 F 202,050.00 ZZ 360 202,001.12 1 2103 LYNDHURST AVENUE 12.750 2,195.66 103 12.500 2,195.66 197,500.00 CHARLOTTE NC 28203 1 09/07/00 23 0432362903 05 11/01/00 0 0003629466 O 10/01/30 0 1 3743173 526/G01 F 123,050.00 ZZ 360 122,999.77 1 9216 WATTERSON TRAIL 10.375 1,114.10 107 10.125 1,114.10 115,000.00 LOUISVILLE KY 40299 1 09/08/00 23 0432340388 05 11/01/00 0 0420659 O 10/01/30 0 3744794 E22/G01 F 236,600.00 ZZ 360 236,395.32 1 3979 BLACKWOOD STREET 10.125 2,098.22 100 9.875 2,098.22 236,600.00 THOUSAND OAKS CA 91320 1 08/10/00 23 0412064727 05 10/01/00 0 0412064727 O 09/01/30 0 3744803 E22/G01 F 106,800.00 ZZ 360 105,696.77 1 213 ST EUSEBIA STREET 10.000 937.25 107 9.500 937.25 99,999.00 PENSACOLA FL 32503 1 08/29/00 23 0412085540 05 10/01/00 0 0412085540 O 09/01/30 0 3744809 E22/G01 F 108,000.00 ZZ 360 107,911.44 1 2809 ARLINGTON DRIVE 10.375 977.84 106 10.125 977.84 102,500.00 CLATYTON NC 27520 1 08/29/00 23 0412096810 05 10/01/00 0 0412096810 O 09/01/30 0 3744815 E22/G01 F 119,500.00 ZZ 360 119,396.63 1 28083 DAVID ST. 10.125 1,059.75 107 9.875 1,059.75 112,500.00 FARMINGTON HILL MI 48334 1 08/29/00 23 0412105090 05 10/01/00 0 0412105090 O 09/01/30 0 3747184 286/G01 F 161,500.00 ZZ 360 161,444.15 1 1 18401 ASH ST 14.250 1,945.57 102 14.000 1,945.57 158,557.00 GARDNER KS 66030 1 08/08/00 23 0432244531 05 10/01/00 0 0000132652 O 09/01/30 0 3749013 E22/G01 F 175,100.00 ZZ 360 174,940.24 1 126 SANDY POND ROAD 9.875 1,520.48 103 9.625 1,520.48 170,000.00 AYER MA 01432 1 08/30/00 23 0412039588 05 10/01/00 0 0412039588 O 09/01/30 0 3749037 E22/G01 F 130,500.00 ZZ 360 130,358.99 1 29206 BESTE 9.875 1,133.19 105 9.625 1,133.19 125,000.00 ST. CLAIR SHORE MI 48081 1 08/30/00 23 0412095226 05 10/01/00 0 0412095226 O 09/01/30 0 3749041 E22/G01 F 230,000.00 ZZ 360 229,778.74 1 2624 3RD AVENUE 9.625 1,954.98 100 9.125 1,954.98 230,000.00 SACRAMENTO CA 95818 1 08/21/00 23 0412099343 05 10/01/00 0 0412099343 O 09/01/30 0 3749047 E22/G01 F 100,700.00 ZZ 360 100,612.89 1 11911 NW 33 STREET 10.125 893.03 95 9.625 893.03 106,000.00 SUNRISE FL 33323 1 08/24/00 23 0412102485 05 10/01/00 0 0412102485 N 09/01/30 0 3749056 E22/G01 F 195,000.00 ZZ 360 194,823.43 1 4695 SOUTH DEVINNEY COURT 10.000 1,711.26 100 9.750 1,711.26 195,000.00 MORRISON CO 80465 1 08/30/00 23 0412105538 05 10/01/00 0 1 0412105538 O 09/01/30 0 3749070 E22/G01 F 113,950.00 ZZ 360 113,858.00 1 3637 WELU DRIVE 10.500 1,042.35 107 10.250 1,042.35 106,500.00 DUBUQUE IA 52002 1 08/30/00 23 0412112278 07 10/01/00 0 0412112278 O 09/01/30 0 3749073 E22/G01 F 61,750.00 ZZ 360 61,696.59 2 565 HOMESTEAD ROAD 10.125 547.61 95 9.625 547.61 65,000.00 WILMINGTON DE 19805 1 08/30/00 23 0412114454 05 10/01/00 0 0412114464 N 09/01/30 0 3749082 E22/G01 F 142,200.00 ZZ 360 142,083.40 1 22535 GROUPER COURT 10.375 1,287.49 107 9.875 1,287.49 132,900.00 BOCA RATON FL 33428 1 08/30/00 23 0412119802 03 10/01/00 0 0412119802 O 09/01/30 0 3751101 U05/G01 F 79,000.00 ZZ 360 78,965.97 1 320 WEST MULBERRY STREET 10.125 700.59 100 9.875 700.59 79,000.00 FREDERICKSBURG TX 78624 1 09/27/00 23 0432381937 05 11/01/00 0 3068694 O 10/01/30 0 3752365 E22/G01 F 75,950.00 ZZ 360 75,872.08 2 1224 SOUTH M STREET 10.125 673.54 107 9.625 673.54 71,000.00 LAKE WORTH FL 33460 1 08/31/00 23 0412044406 05 10/01/00 0 0412044406 O 09/01/30 0 1 3752367 E22/G01 F 235,000.00 ZZ 360 234,791.22 1 4025 BANCROFT DRIVE 10.000 2,062.29 100 9.750 2,062.29 235,000.00 LA MESA CA 91941 1 08/03/00 23 0412048076 05 10/01/00 0 0412048076 O 09/01/30 0 3752369 E22/G01 F 90,950.00 ZZ 360 90,763.41 2 2749-51 GLADIOLUS STREET 10.250 815.00 107 10.000 815.00 85,000.00 NEW ORLEANS LA 70122 1 08/31/00 23 0412066029 05 10/01/00 0 0412066029 O 09/01/30 0 3752378 E22/G01 F 77,000.00 ZZ 360 76,935.14 1 130 CIRCLE DRIVE 10.250 690.00 100 10.000 690.00 77,000.00 QUITMAN TX 75783 1 08/31/00 23 0412076846 05 10/01/00 0 0412076846 O 09/01/30 0 3752379 E22/G01 F 85,600.00 ZZ 360 85,521.90 1 7241 S. SACRAMENTO AVENUE 9.875 743.31 107 9.625 743.31 80,000.00 CHICAGO IL 60629 1 08/31/00 23 0412077257 05 10/01/00 0 0412077257 O 09/01/30 0 3752380 E22/G01 F 144,450.00 ZZ 360 144,303.55 1 17161 ALVA ROAD UNTI#1122 9.375 1,201.46 107 9.125 1,201.46 135,000.00 SAN DIEGO CA 92127 1 08/24/00 23 0412078123 01 10/01/00 0 0412078123 O 09/01/30 0 3752383 E22/G01 F 27,050.00 ZZ 360 27,026.59 2 3715-17 N. ROBERTSON STREET 10.125 239.89 95 9.875 239.89 28,500.00 1 NEW ORLEANS LA 70117 1 08/31/00 23 0412079360 05 10/01/00 0 0412079360 N 09/01/30 0 3752387 E22/G01 F 330,000.00 ZZ 360 329,736.57 1 3630 CRENNA AVENUE 10.500 3,018.64 107 10.250 3,018.64 310,000.00 CONCORD CA 94519 1 08/29/00 23 0412085730 05 10/01/00 0 0412085730 O 09/01/30 0 3752390 E22/G01 F 152,500.00 ZZ 360 152,357.12 1 820 WILLOWBROOK DRIVE 9.750 1,310.21 106 9.500 1,310.21 144,900.00 WENATCHEE WA 98801 1 08/23/00 23 0412087819 05 10/01/00 0 0412087819 O 09/01/30 0 3752392 E22/G01 F 96,300.00 ZZ 360 96,223.14 1 28563 CASTLE ROCK ROAD 10.500 880.89 107 10.250 880.89 90,000.00 LUCERNE VALLEY CA 92356 1 08/28/00 23 0412088361 05 10/01/00 0 0412088361 O 09/01/30 0 3752395 E22/G01 F 44,250.00 ZZ 360 44,214.68 1 6546 LUPINE TERRACE 10.500 404.77 103 10.250 404.77 43,000.00 INDIANAPOLIS IN 46254 1 08/31/00 23 0412090268 01 10/01/00 0 0412090268 O 09/01/30 0 3752400 E22/G01 F 134,300.00 ZZ 360 134,183.83 1 6830 RICHMOND DRIVE 10.125 1,191.00 100 9.875 1,191.00 134,450.00 FRISCO TX 75035 1 08/31/00 23 0412092835 03 10/01/00 0 0412092835 O 09/01/30 0 1 3752402 E22/G01 F 147,250.00 ZZ 360 147,122.61 1 15183 WEAVER ROAD 10.125 1,305.85 95 9.875 1,305.85 155,000.00 MARYSVILLE OH 43040 1 08/31/00 23 0412093007 05 10/01/00 0 0412093007 O 09/01/30 0 3752403 E22/G01 F 50,950.00 ZZ 360 50,905.92 1 428 SANDHURST DRIVE 10.125 451.84 95 9.875 451.84 53,650.00 DAYTON OH 45405 1 08/31/00 23 0412093049 05 10/01/00 0 0412093049 N 09/01/30 0 3752406 E22/G01 F 55,000.00 ZZ 360 54,952.42 1 3613 WESTBROOK DRIVE 10.125 487.75 100 9.625 487.75 55,000.00 SUNNY HILLS FL 32428 1 08/31/00 23 0412094807 05 10/01/00 0 0412094807 O 09/01/30 0 3752409 E22/G01 F 124,450.00 ZZ 360 124,403.09 1 52 KENT STREET 13.875 1,462.27 103 13.375 1,462.27 120,841.00 CRYSTAL LAKE IL 60014 1 08/31/00 23 0412095887 05 10/01/00 0 0412095887 O 09/01/30 0 3752411 E22/G01 F 75,000.00 ZZ 360 74,935.18 1 6861 SW 18TH STREET 10.250 672.08 100 9.750 672.08 75,000.00 POMPANO BEACH FL 33068 1 08/31/00 23 0412096752 05 10/01/00 0 0412096752 O 09/01/30 0 3752413 E22/G01 F 95,000.00 ZZ 360 94,910.99 1 1 1687 POST OAK COURT 9.750 816.20 100 9.250 816.20 95,000.00 ORANGE PARK FL 32073 1 08/31/00 23 0412097941 05 10/01/00 0 0412097941 O 09/01/30 0 3752416 E22/G01 F 114,450.00 ZZ 360 113,994.50 1 1830 W WINNEMAC AVE 10.125 1,014.97 107 9.875 1,014.97 107,000.00 CHICAGO IL 60640 1 08/31/00 23 0412099301 01 10/01/00 0 0412099301 O 09/01/30 0 3752422 E22/G01 F 61,400.00 ZZ 360 61,323.49 1 3600 MARION AVENUE 10.500 561.65 107 10.250 561.65 57,400.00 MEMPHIS TN 38111 1 08/31/00 23 0412103871 05 10/01/00 0 0412103871 O 09/01/30 0 3752426 E22/G01 F 102,500.00 ZZ 360 102,418.18 1 3734 BROOKLYN LANE 10.500 937.61 107 10.250 937.61 95,900.00 LAKE WORTH FL 33461 1 08/31/00 23 0412106403 05 10/01/00 0 0412106403 O 09/01/30 0 3752431 E22/G01 F 313,000.00 ZZ 360 312,690.88 1 12435 SUNNYGLEN DRIVE 9.500 2,631.87 100 9.250 2,631.87 313,000.00 MOORPARK CA 93021 1 08/25/00 23 0412110223 03 10/01/00 0 0412110223 O 09/01/30 0 3752436 E22/G01 F 155,000.00 ZZ 360 154,858.58 1 4 OAKWOOD LANE 9.875 1,345.94 100 9.375 1,345.94 155,000.00 CLINTON CT 06413 1 08/31/00 23 0412112310 05 10/01/00 0 1 0412112310 O 09/01/30 0 3752445 E22/G01 F 79,500.00 ZZ 360 79,399.77 1 26761 CLANCY 9.750 683.03 107 9.500 683.03 74,900.00 ROSEVILLE MI 48066 1 08/31/00 23 0412114993 05 10/01/00 0 0412114993 O 09/01/30 0 3752446 E22/G01 F 51,350.00 ZZ 360 51,305.59 1 10465 FERGUSON ROAD 10.125 455.38 107 9.875 455.38 48,000.00 DALLAS TX 75228 1 08/31/00 23 0412115677 05 10/01/00 0 0412115677 O 09/01/30 0 3752449 E22/G01 F 139,900.00 ZZ 360 139,788.33 1 4105 CHATTERLEIGH DRIVE 10.500 1,279.72 100 10.250 1,279.72 139,900.00 MONROE NC 28110 1 08/31/00 23 0412118218 05 10/01/00 0 0412118218 O 09/01/30 0 3752454 E22/G01 F 230,000.00 ZZ 360 229,874.63 1 3833 UNION HILL ROAD 12.750 2,499.39 100 12.250 2,499.39 230,000.00 CANTON GA 30115 1 08/31/00 23 0412120990 05 10/01/00 0 0412120990 O 09/01/30 0 3754014 948/G01 F 51,000.00 ZZ 360 50,978.03 1 1480 E. 24TH AVENUE 10.125 452.28 100 9.875 452.28 51,000.00 COLUMBUS OH 43211 1 09/19/00 23 0432350312 05 11/01/00 0 52612 O 10/01/30 0 1 3755187 455/G01 F 201,160.00 ZZ 360 201,068.60 1 4917 PLANTERS WAY 9.875 1,746.78 107 9.625 1,746.78 188,000.00 FLOWERY BRANCH GA 30542 1 10/05/00 23 0432349876 03 11/01/00 0 18000498 O 10/01/30 0 3756593 U05/G01 F 229,900.00 ZZ 360 229,792.74 1 1063 CASTANA PLAZA 9.750 1,975.20 107 9.500 1,975.20 214,900.00 CHULA VISTA CA 91910 1 09/05/00 23 0432388825 01 11/01/00 0 3067209 O 10/01/30 0 3756926 E22/G01 F 217,500.00 ZZ 360 217,459.25 1 501 WEST 119TH TERRACE 13.875 2,555.59 101 13.375 2,555.59 217,000.00 KANSAS CITY MO 64145 1 09/01/00 23 0412042087 03 11/01/00 0 0412042087 O 10/01/30 0 3756931 E22/G01 F 142,500.00 ZZ 360 142,379.99 1 6909 WILTY STREET 10.250 1,276.94 100 10.000 1,276.94 142,500.00 METAIRIE LA 70003 1 09/01/00 23 0412062754 05 10/01/00 0 0412062754 O 09/01/30 0 3756944 E22/G01 F 299,000.00 ZZ 360 298,864.16 1 204 BUENA VISTA DRIVE 9.875 2,596.36 100 9.625 2,596.36 299,000.00 FREEDOM CA 95019 1 08/28/00 23 0412099624 05 11/01/00 0 0412099624 O 10/01/30 0 3756946 E22/G01 F 78,800.00 ZZ 360 78,731.83 1 92 SOUTH RUSSELL STREET 10.125 698.82 100 9.875 698.82 78,800.00 1 NAMPA ID 83651 1 08/28/00 23 0412104440 05 10/01/00 0 0412104440 O 09/01/30 0 3756950 E22/G01 F 46,950.00 ZZ 360 46,912.52 1 314 E NORTH 10.500 429.47 107 10.250 429.47 43,900.00 STANDISH MI 48658 1 09/01/00 23 0412106619 05 10/01/00 0 0412106619 O 09/01/30 0 3756953 E22/G01 F 91,000.00 ZZ 360 90,921.27 1 9040 GILPIN LANE 10.125 807.01 100 9.875 807.01 91,000.00 IOLA TX 77861 1 09/01/00 23 0412112682 05 10/01/00 0 0412112682 O 09/01/30 0 3756957 E22/G01 F 129,200.00 T 360 129,088.25 1 497 PLANTATION RD GULF SHORES 10.125 1,145.77 104 UNIT # 1344 9.875 1,145.77 125,000.00 GULF SHORES AL 36542 1 09/01/00 23 0412115909 01 10/01/00 0 0412115909 O 09/01/30 0 3757098 U59/G01 F 70,000.00 ZZ 360 69,937.79 1 155 E 22ND ST. 10.000 614.31 100 9.750 614.31 70,000.00 IDAHO FALLS ID 83401 1 09/25/00 23 0432316818 05 10/25/00 0 01933800604795 O 09/25/30 0 3761218 B57/G01 F 96,500.00 ZZ 360 96,454.97 1 25031 PEACHLAND AVE. #267 9.750 829.09 100 9.500 829.09 96,500.00 SANTA CLARITA CA 91321 1 09/25/00 23 0432353456 01 11/01/00 0 2014224 O 10/01/30 0 1 3761378 E22/G01 F 215,000.00 ZZ 360 214,909.84 1 37202 YOLO TERRACE 10.250 1,926.62 100 10.000 1,926.62 215,000.00 FREMONT CA 94536 1 08/29/00 23 0412079006 01 11/01/00 0 0412079006 O 10/01/30 0 3761387 E22/G01 F 255,750.00 ZZ 360 255,586.01 1 2988 DOROTHY DRIVE 9.875 2,220.80 104 9.625 2,220.80 247,000.00 PLEASANT HILL CA 94523 1 08/24/00 23 0412104135 05 11/01/00 0 0412104135 O 10/01/30 0 3761395 E22/G01 F 181,250.00 ZZ 360 179,148.98 1 711 BREEZY LANE 10.500 1,657.96 103 10.250 1,657.96 176,000.00 MCHENRY IL 60050 1 09/05/00 23 0412114209 05 10/01/00 0 0412114209 O 09/01/30 0 3764769 E22/G01 F 138,000.00 T 360 137,867.23 1 9450 MADRONA LANE 9.625 1,172.99 107 9.125 1,172.99 129,000.00 COBB CA 95426 1 08/24/00 23 0412047961 05 10/01/00 0 0412047961 O 09/01/30 0 3764771 E22/G01 F 50,450.00 ZZ 360 50,432.01 1 2321 ROGERS ST 11.000 480.45 103 10.750 480.45 49,000.00 SOUTH BEND IN 46628 1 09/06/00 23 0412066300 05 11/01/00 0 0412066300 O 10/01/30 0 3764790 E22/G01 F 285,650.00 ZZ 360 285,523.64 1 1 4812 HAMER DRIVE 10.000 2,506.78 107 9.500 2,506.78 267,000.00 PLACENTIA CA 92870 1 08/30/00 23 0412109100 05 11/01/00 0 0412109100 O 10/01/30 0 3765236 664/G01 F 149,900.00 ZZ 360 149,833.69 1 5845 214TH STREET NORTH 10.000 1,315.48 100 9.750 1,315.48 149,900.00 FOREST LAKE MN 55025 1 09/29/00 23 0432353324 05 11/01/00 0 0003647740 O 10/01/30 0 3767291 526/G01 F 114,450.00 ZZ 360 114,395.17 1 6112 W NANCY RD 9.625 972.81 107 9.375 972.81 107,900.00 GLENDALE AZ 85306 1 09/08/00 23 0432356145 05 11/01/00 0 0421703 O 10/01/30 0 3769353 E22/G01 F 155,000.00 ZZ 360 154,933.23 1 824 TAHOE KEYS BOULEVARD 10.125 1,374.58 100 9.875 1,374.58 155,000.00 SOUTH LAKE TAHO CA 96150 1 09/01/00 23 0412044380 05 11/01/00 0 0412044380 O 10/01/30 0 3769362 E22/G01 F 98,000.00 ZZ 360 97,957.79 1 2109 GULF BOULEVARD 10.125 869.09 100 9.875 869.09 98,000.00 INDIAN ROCKS BE FL 33785 1 09/07/00 23 0412102220 01 11/01/00 0 0412102220 O 10/01/30 0 3769366 E22/G01 F 190,000.00 ZZ 360 189,918.17 2 396 PRAIRIE 10.125 1,684.96 100 9.875 1,684.96 190,000.00 CALUMET CITY IL 60409 1 09/07/00 23 0412111155 05 11/01/00 0 1 0412111155 O 10/01/30 0 3769374 E22/G01 F 105,500.00 ZZ 360 105,452.07 1 5400 NEWCASTLE AVENUE UNIT#17 9.875 916.11 100 9.625 916.11 105,500.00 ENCINO AREA CA 91316 1 09/05/00 23 0412120040 01 11/01/00 0 0412120040 O 10/01/30 0 3769376 E22/G01 F 73,000.00 ZZ 360 72,968.56 1 1025 BOULDER AVENUE 10.125 647.38 100 9.875 647.38 73,000.00 MODESTO CA 95351 1 09/01/00 23 0412121600 05 11/01/00 0 0412121600 O 10/01/30 0 3772965 526/G01 F 91,950.00 ZZ 360 91,910.40 1 308 CORAL COVE 10.125 815.43 95 9.875 815.43 96,800.00 JACKSON MS 39212 1 09/26/00 23 0432381770 05 11/01/00 0 0424474 N 10/01/30 0 3773176 U05/G01 F 159,900.00 ZZ 360 159,827.35 1 2608 NORTHEAST 80TH STREET 9.875 1,388.49 100 9.625 1,388.49 159,900.00 VANCOUVER WA 98665 1 09/27/00 23 0432381887 05 11/01/00 0 3069850 O 10/01/30 0 3773445 E22/G01 F 109,000.00 ZZ 360 108,953.05 1 601 FAYE AVE 10.125 966.64 100 9.875 966.64 109,000.00 METAIRIE LA 70003 1 09/08/00 23 0412042442 05 11/01/00 0 0412042442 O 10/01/30 0 1 3773446 E22/G01 F 83,500.00 ZZ 360 83,463.06 1 12569 DAY ROAD 10.000 732.77 100 9.750 732.77 83,500.00 MISHAWAKA IN 46545 1 09/08/00 23 0412043192 05 11/01/00 0 0412043192 O 10/01/30 0 3773448 E22/G01 F 249,900.00 ZZ 360 249,771.43 1 7913 RAMBLEWOOD AVENUE 12.500 2,667.08 100 12.250 2,667.08 249,900.00 LAS VEGAS NV 89128 1 08/30/00 23 0412065872 03 10/01/00 0 0412065872 O 09/01/30 0 3773453 E22/G01 F 57,750.00 ZZ 360 57,725.13 1 30 SCOTT BLVD. 10.125 512.14 107 9.875 512.14 54,000.00 MT. CLEMENS MI 48043 1 09/08/00 23 0412093957 05 11/01/00 0 0412093957 O 10/01/30 0 3773458 E22/G01 F 86,500.00 ZZ 360 86,477.86 1 7135 WEST CAMPBELL AVENUE 12.500 923.18 103 12.250 923.18 84,000.00 PHOENIX AZ 85033 1 09/05/00 23 0412105108 05 11/01/00 0 0412105108 O 10/01/30 0 3773459 E22/G01 F 135,800.00 ZZ 360 135,733.20 1 1015 5TH COURT SW 9.500 1,141.88 107 9.250 1,141.88 127,000.00 VERO BEACH FL 32962 1 09/08/00 23 0412106734 05 11/01/00 0 0412106734 O 10/01/30 0 3773461 E22/G01 F 251,400.00 ZZ 360 251,282.72 1 8390 LAKELAND DRIVE 9.750 2,159.91 107 9.250 2,159.91 235,000.00 1 GRANITE BAY CA 95746 1 09/06/00 23 0412110033 05 11/01/00 0 0412110033 O 10/01/30 0 3773462 E22/G01 F 112,575.00 ZZ 360 112,527.79 2 3009 EDISON AVENUE 10.250 1,008.79 95 9.750 1,008.79 118,500.00 SACRAMENTO CA 95821 1 08/31/00 23 0412110405 05 11/01/00 0 0412110405 N 10/01/30 0 3773467 E22/G01 F 400,000.00 ZZ 360 399,680.69 1 1016 PIER AVENUE UNIT#3 10.500 3,658.96 106 10.250 3,658.96 379,000.00 SANTA MONICA CA 90405 1 08/31/00 23 0412117004 01 10/01/00 0 0412117004 O 09/01/30 0 3773472 E22/G01 F 92,700.00 ZZ 360 92,683.60 1 3310 JUNIOR 14.125 1,107.56 103 13.625 1,107.56 90,000.00 HAMBURG TWP MI 48169 1 09/07/00 23 0412121808 05 11/01/00 0 0412121808 O 10/01/30 0 3773846 526/G01 F 144,070.00 ZZ 360 143,999.13 1 1415 BOSHER DRIVE 9.500 1,211.42 105 9.250 1,211.42 138,000.00 CEDAR HILL TX 75104 1 09/08/00 23 0432353662 05 11/01/00 0 0421531 O 10/01/30 0 3775574 526/G01 F 109,900.00 ZZ 360 109,852.66 1 3171 LOCUST STREET 10.125 974.62 100 9.875 974.62 109,900.00 RIVERSIDE CA 92501 1 09/13/00 23 0432353688 05 11/01/00 0 0422926 O 10/01/30 0 1 3776659 U05/G01 F 119,600.00 ZZ 360 119,547.09 1 8234 NORTHVIEW COURT 10.000 1,049.58 95 9.750 1,049.58 125,900.00 LAUREL MD 20707 1 09/15/00 23 0432388767 05 11/01/00 0 3069709 N 10/01/30 0 3776756 Q01/G01 F 169,900.00 ZZ 360 169,826.82 1 150 EAST 600 SOUTH 10.125 1,506.71 100 9.875 1,506.71 169,900.00 WILLARD UT 84340 1 09/20/00 23 0432343150 05 11/01/00 0 29520016 O 10/01/30 0 3777923 E22/G01 F 95,000.00 ZZ 360 94,959.08 2 2974 DEL PASO BOULEVARD 10.125 842.48 95 9.875 842.48 100,000.00 SACRAMENTO CA 95815 1 08/24/00 23 0412061145 05 11/01/00 0 0412061145 N 10/01/30 0 3777924 E22/G01 F 240,000.00 ZZ 360 239,233.11 1 1362 MINUET STREET 10.250 2,150.64 98 9.750 2,150.64 245,000.00 HENDERSON NV 89012 1 09/06/00 23 0412077026 03 11/01/00 0 0412077026 O 10/01/30 0 3777926 E22/G01 F 151,050.00 ZZ 360 150,986.66 1 9965 CANYON PEAK DRIVE 10.250 1,353.56 100 10.000 1,353.56 151,081.00 LAS VEGAS NV 89147 1 09/07/00 23 0412091852 03 11/01/00 0 0412091852 O 10/01/30 0 3777937 E22/G01 F 82,550.00 ZZ 360 82,515.38 1 1 4600 NE 1ST AVE. 10.250 739.73 103 9.750 739.73 80,159.00 POMPANO BEACH FL 33064 1 09/11/00 23 0412101222 05 11/01/00 0 0412101222 O 10/01/30 0 3777948 E22/G01 F 183,700.00 ZZ 360 183,607.24 1 46640 BRIARCLIFF DR. 9.375 1,527.92 107 9.125 1,527.92 173,000.00 CHESTERFIELD MI 48051 1 09/11/00 23 0412124034 05 11/01/00 0 0412124034 O 10/01/30 0 3777954 E22/G01 F 160,000.00 ZZ 360 159,931.08 1 896 SENECA DRIVE 10.125 1,418.92 100 9.875 1,418.92 160,000.00 GUNNISON CO 81230 1 09/08/00 23 0412125809 03 11/01/00 0 0412125809 O 10/01/30 0 3778482 U05/G01 F 83,600.00 ZZ 360 83,564.00 1 382 HAMILTON TRACE 10.125 741.38 95 9.875 741.38 88,000.00 MARIETTA GA 30068 1 09/22/00 23 0432381853 05 11/01/00 0 3069796 N 10/01/30 0 3779656 526/G01 F 71,300.00 ZZ 360 71,269.29 1 5119 HASIE STREET 10.125 632.30 100 9.875 632.30 71,300.00 HOUSTON TX 77032 1 09/15/00 23 0432356327 05 11/01/00 0 0422229 O 10/01/30 0 3780576 526/G01 F 98,300.00 ZZ 360 98,300.00 1 2970 W LENA WAY 9.500 826.56 95 9.250 826.56 103,500.00 TUCSON AZ 85741 1 10/04/00 23 0432384253 05 12/01/00 0 1 0423166 O 11/01/30 0 3781967 B57/G01 F 143,100.00 ZZ 360 143,033.24 1 7618 MCGROARTY STREET 9.750 1,229.45 103 9.500 1,229.45 139,000.00 LOS ANGELES CA 91042 1 09/13/00 23 0432313435 05 11/01/00 0 2014012 O 10/01/30 0 3782281 E22/G01 F 107,000.00 ZZ 360 106,953.91 1 290 LAWRENCE ROAD 10.125 948.90 100 9.875 948.90 107,000.00 LAWRENCE TOWNSH NJ 08648 1 09/12/00 23 0412113698 07 11/01/00 0 0412113698 O 10/01/30 0 3782297 E22/G01 F 123,500.00 ZZ 360 123,437.63 2 2167-69 BUNTS RD 9.375 1,027.21 100 9.125 1,027.21 123,500.00 LAKEWOOD OH 44107 1 09/12/00 23 0412129546 05 11/01/00 0 0412129546 O 10/01/30 0 3784509 964/G01 F 116,000.00 ZZ 360 115,948.69 1 6877 NORTH FENWICK COURT 10.000 1,017.98 100 9.750 1,017.98 116,000.00 KEIZER OR 97303 1 09/15/00 23 0432350825 05 11/01/00 0 87283 O 10/01/30 0 3785009 K15/G01 F 71,000.00 ZZ 360 70,976.03 1 403 2ND AVE 11.250 689.60 103 11.000 689.60 69,000.00 CARBON CLIFF IL 61239 5 09/19/00 23 0432315315 05 11/01/00 0 029405301935 O 10/01/30 0 1 3787009 E22/G01 F 229,000.00 ZZ 360 228,901.37 1 1198 WALPERT STREET 10.125 2,030.82 100 9.875 2,030.82 229,000.00 HAYWARD CA 94541 1 09/08/00 23 0412101941 05 11/01/00 0 0412101941 O 10/01/30 0 3787012 E22/G01 F 97,100.00 ZZ 360 97,061.42 1 14414 STIVERS ROAD 10.500 888.21 107 10.250 888.21 90,765.00 VICTORVILLE CA 92394 1 09/01/00 23 0412103061 05 11/01/00 0 0412103061 O 10/01/30 0 3787017 E22/G01 F 304,950.00 ZZ 360 304,803.91 1 64 VIA VERDE 9.625 2,592.04 107 9.125 2,592.04 285,000.00 SAN LORENZO CA 94580 1 09/01/00 23 0412106197 05 11/01/00 0 0412106197 O 10/01/30 0 3787020 E22/G01 F 208,500.00 ZZ 360 208,407.76 1 1530 W. 13TH STREET 10.000 1,829.74 100 9.750 1,829.74 208,500.00 LOVELAND CO 80537 1 09/13/00 23 0412112286 05 11/01/00 0 0412112286 O 10/01/30 0 3787022 E22/G01 F 107,800.00 ZZ 360 107,753.57 1 10220 NORTHLAKE DRIVE 10.125 955.99 95 9.875 955.99 113,500.00 DALLAS TX 75218 1 09/12/00 23 0412113565 05 11/01/00 0 0412113565 N 10/01/30 0 3789413 B57/G01 F 87,550.00 ZZ 360 87,508.05 1 8020 EAST KEATS AVENUE #324 9.625 744.17 104 9.375 744.17 84,900.00 1 MESA AZ 85208 1 09/18/00 23 0432332948 01 11/01/00 0 20A0557 O 10/01/30 0 3791014 U05/G01 F 112,500.00 ZZ 360 112,500.00 1 9132 SOUTHEAST MORRISON STREET 9.750 966.55 99 9.500 966.55 114,000.00 PORTLAND OR 97216 1 10/05/00 23 0432389047 05 12/01/00 0 3071164 O 11/01/30 0 3791253 526/G01 F 85,000.00 ZZ 360 84,961.38 1 9922 W EDWARD DRIVE 9.875 738.10 106 9.625 738.10 80,900.00 SUN CITY AZ 85351 1 09/21/00 23 0432389161 03 11/01/00 0 0423602 O 10/01/30 0 3791546 E22/G01 F 151,800.00 ZZ 360 151,547.28 1 5105 GEORGETOWN 10.250 1,360.28 104 10.000 1,360.28 146,000.00 GRAND BLANC MI 48439 1 09/14/00 23 0412015356 05 11/01/00 0 0412015356 O 10/01/30 0 3791548 E22/G01 F 276,000.00 ZZ 360 275,867.78 1 1328 STEINBECK DRIVE 9.625 2,345.97 100 9.125 2,345.97 276,033.00 PITTSBURG CA 94565 1 09/08/00 23 0412088130 05 11/01/00 0 0412088130 O 10/01/30 0 3791550 E22/G01 F 229,000.00 ZZ 360 228,946.14 1 9585 TETON DIABLO AVENUE 12.875 2,510.84 100 12.625 2,510.84 229,000.00 LAS VEGAS NV 89117 1 09/11/00 23 0412102402 05 11/01/00 0 0412102402 O 10/01/30 0 1 3791555 E22/G01 F 187,000.00 ZZ 360 186,915.04 1 314 RIPTIDE COURT 9.875 1,623.81 104 9.375 1,623.81 180,000.00 PITTSBURG CA 94565 1 09/05/00 23 0412116352 05 11/01/00 0 0412116352 O 10/01/30 0 3791556 E22/G01 F 235,000.00 ZZ 360 234,890.37 1 496 HARLAN STREET 9.750 2,019.01 100 9.500 2,019.01 235,000.00 SAN LEANDRO CA 94577 1 09/08/00 23 0412117434 05 11/01/00 0 0412117434 O 10/01/30 0 3791558 E22/G01 F 133,750.00 ZZ 360 133,690.83 1 695 CLOVERLAND WAY 10.000 1,173.75 107 9.750 1,173.75 125,000.00 OAKDALE CA 95361 1 09/12/00 23 0412120909 05 11/01/00 0 0412120909 O 10/01/30 0 3791561 E22/G01 F 182,800.00 ZZ 360 182,712.43 1 645 NORTH UKIAH WAY 9.625 1,553.78 103 9.375 1,553.78 177,500.00 UPLAND CA 91786 1 09/07/00 23 0412124190 05 11/01/00 0 0412124190 O 10/01/30 0 3791747 286/G01 F 52,900.00 ZZ 360 52,856.60 1 4717 WEBSTER ST 10.375 478.97 100 10.125 478.97 52,900.00 DAYTON OH 45414 1 08/30/00 23 0432359628 05 10/01/00 0 0000120276 O 09/01/30 0 3792018 E82/G01 F 164,950.00 ZZ 360 164,875.06 1 1 10261 POINT REYES CIRCLE 9.875 1,432.34 100 9.625 1,432.34 164,990.00 STOCKTON CA 95209 1 09/08/00 31 0400322087 05 11/01/00 0 0400322087 O 10/01/30 0 3792402 U05/G01 F 91,600.00 ZZ 360 91,600.00 1 282 HILLCREST DRIVE SE 10.125 812.33 100 9.875 812.33 91,600.00 AUSTELL GA 30168 1 10/05/00 23 0432381978 05 12/01/00 0 3070559 O 11/01/30 0 3795416 E84/G01 F 71,950.00 ZZ 360 71,916.43 1 804 S LILLIS LONA 9.750 618.16 103 9.500 618.16 69,900.00 DENISON TX 75020 1 09/20/00 23 0432345924 05 11/01/00 0 32601565 O 10/01/30 0 3796235 E22/G01 F 110,000.00 ZZ 360 109,950.03 1 2637 BRISTOL PLACE 9.875 955.18 100 9.625 955.18 110,000.00 NEW ORLEANS LA 70131 1 09/15/00 23 0412072068 05 11/01/00 0 0412072068 O 10/01/30 0 3796238 E22/G01 F 165,000.00 ZZ 360 164,925.03 1 29110 SHERIDAN ROAD 9.875 1,432.78 100 9.375 1,432.78 165,000.00 VAL VERDE CA 91384 1 09/14/00 23 0412085151 05 11/01/00 0 0412085151 O 10/01/30 0 3796239 E22/G01 F 53,500.00 ZZ 360 53,477.57 1 251 GROVER AVENUE 10.250 479.41 107 10.000 479.41 50,000.00 TRENTON NJ 08610 1 09/15/00 23 0412087140 05 11/01/00 0 1 0412087140 O 10/01/30 0 3796243 E22/G01 F 179,450.00 ZZ 360 179,372.71 1 2893 SOMERSET ROAD 10.125 1,591.40 106 9.875 1,591.40 169,900.00 LANTANA FL 33462 1 09/15/00 23 0412101917 05 11/01/00 0 0412101917 O 10/01/30 0 3796258 E22/G01 F 75,400.00 ZZ 360 75,367.53 1 7911 NW 41 COURT 10.125 668.66 100 9.875 668.66 75,400.00 SUNRISE FL 33351 1 09/15/00 23 0412117012 09 11/01/00 0 0412117012 O 10/01/30 0 3796260 E22/G01 F 94,800.00 ZZ 360 94,717.99 1 486 ASHBURTON AVE 10.125 840.71 100 9.875 840.71 94,800.00 ATLANTA GA 30317 1 09/01/00 23 0412119059 05 10/01/00 0 0412119059 O 09/01/30 0 3796263 E22/G01 F 154,320.00 ZZ 360 154,249.89 1 3727 25TH AVENUE NORTHWES 9.875 1,340.04 105 9.625 1,340.04 148,000.00 ALBANY OR 97321 1 09/07/00 23 0412120602 05 11/01/00 0 0412120602 O 10/01/30 0 3796268 E22/G01 F 95,000.00 ZZ 360 94,957.98 1 102 STARDREAM DRIVE 10.000 833.69 100 9.750 833.69 95,000.00 SAN ANTONIO TX 78216 1 09/15/00 23 0412126203 05 11/01/00 0 0412126203 O 10/01/30 0 1 3796271 E22/G01 F 189,050.00 ZZ 360 188,968.57 1 4618 REAMS LANE 10.125 1,676.54 100 9.875 1,676.54 189,083.00 FRESNO TX 77545 1 09/14/00 23 0412127691 03 11/01/00 0 0412127961 O 10/01/30 0 3796278 E22/G01 F 238,400.00 ZZ 360 238,176.67 1 323 AVALON BEACH ST. 10.125 2,114.19 105 9.875 2,114.19 228,000.00 MARINE CITY MI 48039 1 09/15/00 23 0412137259 05 11/01/00 0 0412137259 O 10/01/30 0 3796282 E22/G01 F 60,950.00 ZZ 360 60,924.44 1 1918 S. 41ST STREET 10.250 546.17 107 10.000 546.17 57,000.00 TEMPLE TX 76504 1 09/15/00 23 0412140857 05 11/01/00 0 0412140857 O 10/01/30 0 3796550 685/G01 F 195,000.00 ZZ 360 195,000.00 1 1051 S SAN MARINO WAY 10.000 1,711.26 100 9.750 1,711.26 195,000.00 ANAHEIM CA 92808 1 10/01/00 23 0432338820 01 12/01/00 0 123656 O 11/01/30 0 3797000 286/G01 F 68,114.00 ZZ 360 68,056.61 1 1684 CHATHAM CIR 10.250 610.38 95 10.000 610.38 71,699.00 APOPKA FL 32703 1 08/25/00 23 0432287027 03 10/01/00 0 0000135940 N 09/01/30 0 3800497 U05/G01 F 109,150.00 ZZ 360 109,100.41 1 2012 SOUTH BERNARD STREET 9.875 947.80 103 9.625 947.80 106,000.00 1 SPOKANE WA 99203 1 09/25/00 23 0432382042 05 11/01/00 0 3071713 O 10/01/30 0 3800821 E22/G01 F 119,900.00 ZZ 360 119,849.72 1 6513 CARMEN STREET 10.250 1,074.43 100 10.000 1,074.43 119,900.00 METAIRIE LA 70003 1 09/18/00 23 0412070328 05 11/01/00 0 0412070328 O 10/01/30 0 3800825 E22/G01 F 63,350.00 ZZ 360 63,321.22 1 5920 MALVEY AVENUE 9.875 550.10 107 9.625 550.10 59,225.00 FT. WORTH TX 76107 1 09/08/00 23 0412088171 05 11/01/00 0 0412088171 O 10/01/30 0 3800842 E22/G01 F 117,450.00 ZZ 360 117,399.41 1 28 HIDDEN HARBOR LANE 10.125 1,041.57 100 9.875 1,041.57 117,475.00 DESTIN FL 32541 1 09/18/00 23 0412123697 03 11/01/00 0 0412123697 O 10/01/30 0 3800845 E22/G01 F 45,300.00 ZZ 360 45,277.72 1 1292 SHERWOOD STREET 9.500 380.91 106 9.250 380.91 42,960.00 BUNNELL FL 32110 1 09/18/00 23 0412125742 05 11/01/00 0 0412125742 O 10/01/30 0 3800850 E22/G01 F 245,950.00 ZZ 360 245,852.26 1 11223 WINTERGREEN DRIVE 10.500 2,249.80 107 10.250 2,249.80 230,400.00 PARKER CO 80138 1 09/18/00 23 0412129025 03 11/01/00 0 0412129025 O 10/01/30 0 1 3800852 E22/G01 F 128,250.00 ZZ 360 128,193.26 1 9488 S.W.154 AVE. 10.000 1,125.49 95 9.500 1,125.49 135,000.00 MIAMI FL 33196 1 09/18/00 23 0412131336 05 11/01/00 0 0412131336 N 10/01/30 0 3800853 E22/G01 F 152,900.00 ZZ 360 152,830.53 1 1210 WEST MAURETANIA ST 9.875 1,327.71 107 (WILMINGTON) 9.375 1,327.71 142,900.00 LOS ANGELES CA 90744 1 09/11/00 23 0412133019 05 11/01/00 0 0412133019 O 10/01/30 0 3800859 E22/G01 F 165,000.00 ZZ 360 164,928.93 1 3022 EAST TURNEY AVENUE 10.125 1,463.26 100 9.625 1,463.26 165,000.00 PHOENIX AZ 85016 1 09/14/00 23 0412137556 05 11/01/00 0 0412137556 O 10/01/30 0 3800861 E22/G01 F 149,800.00 ZZ 360 149,692.38 1 4509 SANTA MONICA AVENUE 9.875 1,300.79 107 9.625 1,300.79 140,000.00 NORTH LAS VEGAS NV 89032 1 09/13/00 23 0412139628 05 11/01/00 0 0412139628 O 10/01/30 0 3800863 E22/G01 F 115,350.00 ZZ 360 115,311.06 1 424 NORTH LITTLE TEXAS ROAD 11.250 1,120.35 103 11.000 1,120.35 112,000.00 KANNAPOLIS NC 28083 1 09/18/00 23 0412142473 05 11/01/00 0 0412142473 O 10/01/30 0 3800866 E22/G01 F 147,000.00 ZZ 360 146,788.74 1 1 8153 SOUTH FILLMORE WAY 10.500 1,344.67 106 10.250 1,344.67 139,900.00 LITTLETON CO 80122 1 09/18/00 23 0412144156 09 11/01/00 0 0412144156 O 10/01/30 0 3805642 E22/G01 F 182,500.00 ZZ 360 182,421.39 1 500 EAST RIO GRANDE STREET 10.125 1,618.45 100 9.625 1,618.45 182,500.00 PASADENA CA 91104 1 09/12/00 23 0412115149 05 11/01/00 0 0412115149 O 10/01/30 0 3805648 E22/G01 F 143,700.00 ZZ 360 143,634.71 1 4041 W SILVERADO CIRCLE 9.875 1,247.82 100 9.625 1,247.82 143,707.00 DAVIE FL 33024 1 09/19/00 23 0412127078 03 11/01/00 0 0412127078 O 10/01/30 0 3805649 E22/G01 F 68,450.00 ZZ 360 68,424.92 2 7150-7152 E 43RD ST 10.875 645.41 103 10.625 645.41 66,500.00 INDIANAPOLIS IN 46226 1 09/19/00 23 0412129652 05 11/01/00 0 0412129652 O 10/01/30 0 3805653 E22/G01 F 76,000.00 ZZ 360 75,961.45 1 676 FARM ROAD #10 10.125 673.99 100 9.875 673.99 76,000.00 MARLBOROUGH MA 01752 1 09/19/00 23 0412140253 01 11/01/00 0 0412140253 O 10/01/30 0 3805656 E22/G01 F 53,500.00 ZZ 360 53,476.96 1 172 WEST TURNER STREET 10.125 474.45 107 9.875 474.45 50,000.00 NORWOOD NC 28128 1 09/19/00 23 0412141483 05 11/01/00 0 1 0412141483 O 10/01/30 0 3808111 526/G01 F 128,000.00 ZZ 360 127,943.38 1 1409 W VILLA RITA DRIVE 10.000 1,123.29 103 9.750 1,123.29 124,300.00 PHOENIX AZ 85023 1 09/21/00 23 0432388577 05 11/01/00 0 0423974 O 10/01/30 0 3808904 808/G01 F 95,060.00 ZZ 360 95,015.65 1 5174 VILLAGE GREEN 9.750 816.71 106 9.500 816.71 90,000.00 LOS ANGELES CA 90016 1 09/26/00 23 0432365765 01 11/01/00 0 9501800 O 10/01/30 0 3809919 E22/G01 F 210,000.00 ZZ 360 209,909.55 1 74-5101 KEALAPUA PLACE 10.125 1,862.33 100 9.875 1,862.33 210,000.00 KAILUA KONA HI 96740 1 09/12/00 23 0412095663 05 11/01/00 0 0412095663 O 10/01/30 0 3809920 E22/G01 F 161,700.00 ZZ 360 161,663.03 1 7320 NORTHWEST 10TH PLACE 13.000 1,788.72 103 12.500 1,788.72 157,000.00 PLANTATION FL 33313 1 09/20/00 23 0412101438 05 11/01/00 0 0412101438 O 10/01/30 0 3809935 E22/G01 F 82,500.00 ZZ 360 82,464.46 1 64 SALOLA AVENUE 10.125 731.63 100 9.875 731.63 82,500.00 ASHEVILLE NC 28806 1 09/20/00 23 0412134942 05 11/01/00 0 0412134942 O 10/01/30 0 1 3809940 E22/G01 F 138,000.00 ZZ 360 137,943.66 1 9939 JACKSON LANE 10.375 1,249.47 107 10.125 1,249.47 129,000.00 BELLEVILLE MI 48111 1 09/20/00 23 0412136780 05 11/01/00 0 0412136780 O 10/01/30 0 3809943 E22/G01 F 71,150.00 ZZ 360 71,119.36 1 2218 MCCORMICK STREET 10.125 630.97 95 9.625 630.97 74,900.00 DENTON TX 76205 1 09/20/00 23 0412139784 05 11/01/00 0 0412139784 N 10/01/30 0 3813494 948/G01 F 46,950.00 ZZ 360 46,929.77 1 604 3RD STREET 10.125 416.37 95 9.875 416.37 49,450.00 JACKSON MI 49203 1 09/27/00 23 0432330595 05 11/01/00 0 54079 N 10/01/30 0 3814203 E22/G01 F 113,800.00 ZZ 360 113,776.10 1 541 SOUTH 250 EAST 13.375 1,292.30 103 13.125 1,292.30 110,500.00 KNOX IN 46534 1 09/21/00 23 0412063984 05 11/01/00 0 0412063984 O 10/01/30 0 3814204 E22/G01 F 40,350.00 ZZ 360 40,252.03 1 321 S. 88TH AVENUE W. 10.250 361.58 95 10.000 361.58 42,500.00 DULUTH MN 55808 1 09/21/00 23 0412092041 05 11/01/00 0 0412092041 N 10/01/30 0 3814207 E22/G01 F 204,000.00 ZZ 360 203,912.13 1 9427 164TH STREET SOUTHEAST 10.125 1,809.12 100 9.875 1,809.12 204,000.00 1 SNOHOMISH WA 98296 1 09/05/00 23 0412112757 05 11/01/00 0 0412112757 O 10/01/30 0 3814211 E22/G01 F 227,800.00 ZZ 360 227,704.47 1 5437 MAXIMILLIAN DRIVE 10.250 2,041.32 107 10.000 2,041.32 212,940.00 SALIDA CA 95368 1 09/12/00 23 0412120404 05 11/01/00 0 0412120404 O 10/01/30 0 3814220 E22/G01 F 231,100.00 ZZ 360 231,003.09 1 1025 GIBSON AVENUE 10.250 2,070.89 107 10.000 2,070.89 216,000.00 SIMI VALLEY CA 93065 1 09/19/00 23 0412132227 05 11/01/00 0 0412132227 O 10/01/30 0 3814228 E22/G01 F 81,100.00 ZZ 360 81,065.07 1 1905 EAGLE DRIVE 10.125 719.21 100 9.625 719.21 81,107.00 MOORE OK 73160 1 09/21/00 23 0412149155 03 11/01/00 0 0412149155 O 10/01/30 0 3814305 K15/G01 F 129,200.00 ZZ 360 129,156.38 1 32061 SOLON 11.250 1,254.87 103 11.000 1,254.87 125,500.00 ROSEVILLE MI 48066 5 09/25/00 23 0432316420 05 11/01/00 0 035805301785 O 10/01/30 0 3814548 E22/G01 F 231,000.00 ZZ 360 230,895.05 1 7691 WHITEWATER DRIVE 9.875 2,005.89 107 9.375 2,005.89 215,900.00 HUNTINGTON BEAC CA 92648 1 09/15/00 23 0412124026 01 11/01/00 0 0412124026 O 10/01/30 0 1 3814780 K15/G01 F 93,000.00 ZZ 360 92,877.51 1 315 ANITA LANE 9.625 790.49 100 9.375 790.49 93,000.00 WAXAHACHIE TX 75165 1 08/08/00 23 0432312908 05 10/01/00 0 3059320 O 09/01/30 0 3815690 964/G01 F 110,500.00 ZZ 360 110,449.79 1 1618 172ND ST E 9.875 959.53 100 9.625 959.53 110,500.00 SPANAWAY WA 98387 1 09/26/00 23 0432349314 05 11/01/00 0 88253 O 10/01/30 0 3816756 964/G01 F 155,000.00 ZZ 360 154,933.23 1 1415 NW 4TH STREET 10.125 1,374.58 100 9.875 1,374.58 155,000.00 BEND OR 97701 1 09/26/00 23 0432342368 05 11/01/00 0 88842 O 10/01/30 0 3816780 286/G01 F 76,000.00 ZZ 360 75,967.26 1 140 WEST PIKE STREET 10.125 673.99 95 9.875 673.99 80,000.00 MARTINSVILLE IN 46151 1 09/11/00 23 0432315661 05 11/01/00 0 000026501 N 10/01/30 0 3816938 286/G01 F 89,600.00 ZZ 360 89,560.36 1 3805 FOOSHE AVE 10.000 786.31 103 9.750 786.31 87,000.00 MICCO FL 32976 1 09/15/00 23 0432314300 05 11/01/00 0 000136424 O 10/01/30 0 3816984 286/G01 F 121,900.00 ZZ 360 120,880.62 1 1 1371 RIVER ACRES DRIVE 9.125 991.82 106 8.875 991.82 115,000.00 NEW BRAUNFELS TX 78130 1 09/15/00 23 0432310340 05 11/01/00 0 0000026386 O 10/01/30 0 3817020 N67/G01 F 33,150.00 ZZ 360 33,121.32 1 304 ALABAMA AVENUE 10.125 293.98 95 9.875 293.98 34,900.00 WARNER ROBINS GA 31093 1 08/25/00 23 0432319275 05 10/01/00 0 1380000426 N 09/01/30 0 3817093 286/G01 F 172,000.00 ZZ 360 171,943.50 1 9857 NW 18TH ST 11.375 1,686.92 103 11.125 1,686.92 167,000.00 PEMBROKE PINES FL 33024 1 09/12/00 23 0432315497 03 11/01/00 0 0000136402 O 10/01/30 0 3817172 286/G01 F 102,400.00 ZZ 360 102,318.24 1 2015 LISA LANE 10.500 936.70 104 10.250 936.70 98,500.00 SAN MARCOS TX 78666 1 08/31/00 23 0432319010 05 10/01/00 0 0000026240 O 09/01/30 0 3817395 286/G01 F 86,500.00 ZZ 360 86,457.45 1 5934 NORTH TIDEWATER ROAD 9.500 727.34 107 9.250 727.34 81,500.00 HAGERSTOWN IN 47346 1 09/08/00 23 0432313047 05 11/01/00 0 0000026487 O 10/01/30 0 3817636 286/G01 F 173,300.00 ZZ 360 172,893.68 1 1616 MAIN ST 10.125 1,536.87 107 9.875 1,536.87 162,000.00 EVANSTON IL 60202 1 09/05/00 23 0432361541 05 10/01/00 0 1 0000053794 O 09/01/30 0 3817685 286/G01 F 56,100.00 ZZ 360 56,077.71 1 7815 N MAIN ST #35 10.500 513.17 103 10.250 513.17 54,500.00 CLAYTON OH 45315 1 09/08/00 23 0432297216 01 11/01/00 0 0000138876 O 10/01/30 0 3818469 E87/G01 F 159,500.00 ZZ 360 159,425.59 1 162 PELICAN LANE 9.750 1,370.35 103 9.500 1,370.35 154,900.00 GUADALUPE CA 93434 1 09/29/00 23 0432371771 05 11/01/00 0 70003051 O 10/01/30 0 3818545 E22/G01 F 86,000.00 ZZ 360 85,963.93 1 7681 WALNUT AVENUE 10.250 770.65 100 10.000 770.65 86,000.00 CITRUS HEIGHTS CA 95610 1 09/15/00 23 0412086563 05 11/01/00 0 0412086563 O 10/01/30 0 3818550 E22/G01 F 333,000.00 T 360 329,082.09 1 27 UPPER RED RIVER ROAD 10.375 3,015.01 105 10.125 3,015.01 320,000.00 RED RIVER NM 87558 1 09/19/00 23 0412110256 05 11/01/00 0 0412110256 O 10/01/30 0 3818566 E22/G01 F 170,000.00 ZZ 360 169,926.78 1 2310 FRANKLIN RD 10.125 1,507.60 100 9.875 1,507.60 170,000.00 BERKLEY MI 48072 1 09/22/00 23 0412137697 05 11/01/00 0 0412137697 O 10/01/30 0 1 3818577 E22/G01 F 120,910.00 ZZ 360 120,855.07 1 1358 WEST 1700 SOUTH 9.875 1,049.92 107 9.375 1,049.92 113,000.00 SYCRACUSE UT 84075 1 09/20/00 23 0412148181 05 11/01/00 0 0412148181 O 10/01/30 0 3818578 E22/G01 F 155,530.00 ZZ 360 155,463.00 1 12037 16TH AVENUE SOUTH 10.125 1,379.28 100 9.875 1,379.28 155,530.00 SEATTLE WA 98168 1 09/15/00 23 0412148371 05 11/01/00 0 0412148371 O 10/01/30 0 3818580 E22/G01 F 310,000.00 ZZ 360 309,870.01 1 4708 BURKE AVENUE NORTH 10.250 2,777.91 104 10.000 2,777.91 299,950.00 SEATTLE WA 98103 1 09/15/00 23 0412149163 05 11/01/00 0 0412149163 O 10/01/30 0 3818583 E22/G01 F 289,900.00 ZZ 360 289,234.77 1 3500 N. 54TH AVENUE 9.750 2,490.69 100 9.250 2,490.69 289,900.00 HOLLYWOOD FL 33021 1 09/22/00 23 0412154528 05 11/01/00 0 0412154528 O 10/01/30 0 3819041 E82/G01 F 205,400.00 ZZ 360 205,306.68 1 5054 COUNTRY CLUB DRIVE 9.875 1,783.59 107 9.625 1,783.59 192,000.00 ROHNERT PARK CA 94928 1 09/20/00 31 0400320677 05 11/01/00 0 0400320677 O 10/01/30 0 3819059 526/G01 F 139,000.00 ZZ 360 138,682.07 1 30 CAPERS CREEK DRIVE 10.250 1,245.58 100 10.000 1,245.58 139,000.00 1 BLUFFTON SC 29910 1 08/21/00 23 0432305134 05 10/01/00 0 41924 O 09/01/30 0 3819096 526/G01 F 195,000.00 ZZ 360 194,835.76 1 7411 E QUIEN SABE WAY 10.250 1,747.40 100 10.000 1,747.40 195,000.00 SCOTTSDALE AZ 85262 1 08/02/00 23 0432307791 03 10/01/00 0 0417230 O 09/01/30 0 3819724 964/G01 F 133,000.00 ZZ 360 132,941.16 1 16109 EAST RICE PLACE #B 10.000 1,167.17 103 9.750 1,167.17 129,900.00 AURORA CO 80015 1 09/27/00 23 0432340321 09 11/01/00 0 87849 O 10/01/30 0 3819734 526/G01 F 131,000.00 ZZ 360 130,943.57 1 19165 SHORELINE LN #2 10.125 1,161.74 100 9.875 1,161.74 131,000.00 HUNTINGTON BEAC CA 92648 1 09/26/00 23 0432382034 01 11/01/00 0 0421378 O 10/01/30 0 3819739 526/G01 F 50,825.00 ZZ 360 50,804.80 1 8100 CAMBRIDGE STREET #39 10.500 464.92 107 10.250 464.92 47,500.00 HOUSTON TX 77054 1 10/02/00 23 0432390094 01 11/01/00 0 0423225 O 10/01/30 0 3819875 526/G01 F 96,300.00 ZZ 360 96,258.52 1 10702 E 63RD STREET 10.125 854.01 107 9.875 854.01 90,000.00 KANSAS CITY MO 64133 1 09/28/00 23 0432360543 05 11/01/00 0 0421288 O 10/01/30 0 1 3820161 526/G01 F 121,500.00 ZZ 360 121,353.88 1 269 RANCHO COURT #B 10.500 1,111.41 100 10.250 1,111.41 121,500.00 CHULA VISTA CA 91911 1 07/19/00 23 0432306843 01 09/01/00 0 0413092 O 08/01/30 0 3820217 526/G01 F 146,000.00 ZZ 360 145,824.41 1 41 GROVE ST 10.500 1,335.52 100 10.250 1,335.52 146,000.00 CARPENTERSVILLE IL 60110 1 07/31/00 23 0432307783 05 09/01/00 0 0415334 O 08/01/30 0 3820299 K15/G01 F 138,030.00 ZZ 360 137,970.55 1 7424 LONGSTREET DRIVE 10.125 1,224.08 107 9.875 1,224.08 129,000.00 RALEIGH NC 27615 5 09/29/00 23 0432378271 05 11/01/00 0 3064425 O 10/01/30 0 3821484 Q01/G01 F 94,160.00 ZZ 360 94,160.00 1 2502 POPLAR PLACE 10.500 861.32 107 10.250 861.32 88,000.00 HUNTINGTON PARK CA 90255 1 10/04/00 23 0432358745 05 12/01/00 0 29975016 O 11/01/30 0 3822065 T24/G01 F 57,200.00 ZZ 360 57,175.37 1 2394 HANDSOME LAKE 10.125 507.26 107 9.875 507.26 53,500.00 FLEETVILLE PA 18420 1 09/05/00 23 0432312460 05 11/01/00 0 09759977 O 10/01/30 0 3822171 T24/G01 F 87,600.00 ZZ 360 87,562.27 1 1 6730 VERNON AVENUE SOUTH 215 10.125 776.86 100 9.875 776.86 87,600.00 EDINA MN 55436 1 09/08/00 23 0432311975 01 11/01/00 0 09761510 O 10/01/30 0 3822250 T24/G01 F 60,700.00 ZZ 360 60,651.54 1 212 BAY POINT VILLAGE 10.500 555.25 103 10.250 555.25 59,000.00 OSAGE BEACH MO 65065 1 09/05/00 23 0432312411 01 10/01/00 0 09758729 O 09/01/30 0 3822365 U05/G01 F 157,000.00 ZZ 360 156,955.08 1 3550 GREATHOUSE ROAD 12.000 1,614.92 100 11.750 1,614.92 157,000.00 WAXAHACHIE TX 75165 1 09/29/00 23 0432389005 05 11/01/00 0 3072693 O 10/01/30 0 3823170 E22/G01 F 224,700.00 ZZ 360 224,595.17 1 2014 BURBECK AVENUE 9.750 1,930.52 107 9.250 1,930.52 210,000.00 RICHMOND CA 94801 1 09/18/00 23 0412130650 05 11/01/00 0 0412130650 O 10/01/30 0 3823181 E22/G01 F 90,950.00 ZZ 360 90,910.82 1 55 WERDEN SREET 10.125 806.57 107 9.875 806.57 85,000.00 VALLEJO CA 94590 1 09/20/00 23 0412142390 01 11/01/00 0 0412142390 O 10/01/30 0 3823380 T24/G01 F 122,286.00 ZZ 360 122,233.33 1 103 BEVERLY COURT 10.125 1,084.46 103 9.875 1,084.46 118,725.00 FARMVILLE VA 23901 1 09/15/00 23 0432353373 05 11/01/00 0 1 09760100 O 10/01/30 0 3823412 T24/G01 F 118,450.00 ZZ 360 118,394.74 1 1603 SPRINGFIELD COURT NE 9.750 1,017.67 103 9.500 1,017.67 115,000.00 OLYMPIA WA 98506 1 09/01/00 23 0432364131 03 11/01/00 0 09755822 O 10/01/30 0 3823429 T24/G01 F 297,000.00 ZZ 360 296,888.18 1 1904 MEDICINE MOUNTAIN COURT 10.750 2,772.44 100 10.500 2,772.44 297,000.00 ANTIOCH CA 94509 1 09/08/00 23 0432312486 05 11/01/00 0 09967951 O 10/01/30 0 3823459 T24/G01 F 127,000.00 ZZ 360 126,881.01 1 1638 ENGLISH PLACE F 9.750 1,091.13 102 9.500 1,091.13 125,000.00 CORONA CA 92879 5 08/30/00 23 0432312320 09 10/01/00 0 09759196 O 09/01/30 0 3823616 T24/G01 F 136,000.00 ZZ 360 135,941.42 1 737 EAST 910 NORTH 10.125 1,206.08 100 9.875 1,206.08 136,000.00 OREM UT 84097 1 09/12/00 23 0432311918 05 11/01/00 0 09765850 O 10/01/30 0 3823629 T24/G01 F 132,714.00 ZZ 360 132,656.83 1 2640 WEST KIVA AVENUE 10.125 1,176.94 104 9.875 1,176.94 128,000.00 MESA AZ 85202 1 09/07/00 23 0432313260 03 11/01/00 0 09967726 O 10/01/30 0 1 3823924 948/G01 F 266,440.00 ZZ 360 266,352.47 1 1172 OAK HAVEN WAY 11.375 2,613.16 103 11.125 2,613.16 258,680.00 ANTIOCH CA 94509 1 09/14/00 23 0432310670 05 11/01/00 0 53374 O 10/01/30 0 3825367 U05/G01 F 42,650.00 ZZ 360 42,650.00 1 4706 W. ORANGEWOOD AVENUE 10.125 378.23 95 9.875 378.23 44,900.00 GLENDALE AZ 85301 1 10/04/00 23 0432381721 05 12/01/00 0 3074452 N 11/01/30 0 3826617 526/G01 F 138,000.00 ZZ 360 138,000.00 1 4744 EAST BAKER STREET 10.000 1,211.05 100 9.750 1,211.05 138,000.00 TUCSON AZ 85711 1 10/05/00 23 0432385219 05 12/01/00 0 0425502 O 11/01/30 0 3827562 E22/G01 F 160,000.00 ZZ 360 159,767.00 1 1658 CHERRY RUN ROAD 10.000 1,404.11 100 9.750 1,404.11 160,000.00 HEDGESVILLE WV 25427 1 09/26/00 23 0412140063 05 11/01/00 0 0412140063 O 10/01/30 0 3827563 E22/G01 F 99,770.00 ZZ 360 99,730.35 1 3050 SOUTHWEST PUMICE PLACE 10.500 912.64 107 10.000 912.64 93,900.00 REDMOND OR 97756 1 09/20/00 23 0412141681 05 11/01/00 0 0412141681 O 10/01/30 0 3827571 E22/G01 F 74,500.00 ZZ 360 74,467.91 1 3201 HIGHLAWN TERRACE 10.125 660.68 100 9.875 660.68 74,500.00 1 FT. WORTH TX 76133 1 09/25/00 23 0412148777 05 11/01/00 0 0412148777 O 10/01/30 0 3827578 E22/G01 F 235,000.00 ZZ 360 234,893.23 1 1168 NORTH REEDER AVENUE 9.875 2,040.62 100 9.625 2,040.62 235,000.00 COVINA CA 91724 1 09/21/00 23 0412155434 05 11/01/00 0 0412155434 O 10/01/30 0 3827580 E22/G01 F 133,000.00 ZZ 360 132,939.58 1 633 YORK LANE SE 9.875 1,154.90 95 9.625 1,154.90 140,000.00 LEESBURG VA 20175 1 09/26/00 23 0412157182 03 11/01/00 0 0412157182 N 10/01/30 0 3827746 U59/G01 F 279,000.00 ZZ 360 278,873.24 1 37 TALLY HO COURT #112 9.875 2,422.70 100 9.625 2,422.70 279,000.00 DILLON CO 80435 1 10/02/00 23 0432360394 01 11/02/00 0 800614886 O 10/02/30 0 3827906 642/G01 F 201,500.00 ZZ 360 201,413.21 1 3807 WOODED CREEK DRIVE 10.125 1,786.95 100 9.875 1,786.95 201,500.00 FARMERS BRANCH TX 75244 1 09/15/00 23 0432321693 05 11/01/00 0 08139000 O 10/01/30 0 3828632 455/G01 F 127,400.00 ZZ 360 127,343.64 1 214 FRANKLIN WAY 10.000 1,118.03 100 9.750 1,118.03 127,400.00 CUMMING GA 30040 1 09/29/00 23 0432333607 05 11/01/00 0 27000160 O 10/01/30 0 1 3828852 U59/G01 F 72,200.00 ZZ 360 72,168.90 1 3808 BEECHTON ROAD 10.125 640.29 95 9.875 640.29 76,000.00 COLUMBUS OH 43232 1 09/29/00 23 0432335800 05 11/01/00 0 800614712 O 10/01/30 0 3829219 526/G01 F 240,000.00 ZZ 360 240,000.00 1 114 COUNTRYWOOD LANE 10.000 2,106.17 100 9.750 2,106.17 240,000.00 ENCINITAS CA 92024 1 10/05/00 23 0432381812 01 12/01/00 0 0426022 O 11/01/30 0 3830057 U05/G01 F 134,800.00 ZZ 360 134,800.00 1 109 FLORENTINE DRIVE 9.875 1,170.53 107 9.625 1,170.53 126,000.00 WILLOW STREET PA 17584 1 10/05/00 23 0432388056 05 12/01/00 0 3074369 O 11/01/30 0 3831348 E22/G01 F 232,600.00 ZZ 360 232,491.49 1 1250 NORTH KINGS ROAD UNIT#211 9.750 1,998.39 103 9.250 1,998.39 227,000.00 WEST HOLLYWOOD CA 90069 1 09/22/00 23 0412082950 01 11/01/00 0 0412082950 O 10/01/30 0 3831349 E22/G01 F 38,000.00 ZZ 360 37,983.64 1 626 E. APPLE AVENUE 10.125 336.99 95 9.875 336.99 40,000.00 MUSKEGON MI 49442 1 09/27/00 23 0412091480 05 11/01/00 0 0412091480 N 10/01/30 0 3831359 E22/G01 F 182,300.00 ZZ 360 182,142.29 1 1 22712 VISNAW 10.125 1,616.68 106 9.875 1,616.68 172,000.00 ST CLAIR SHORES MI 48081 1 08/30/00 23 0412111148 05 10/01/00 0 0412111148 O 09/01/30 0 3831361 E22/G01 F 230,000.00 ZZ 360 229,900.94 1 9736 WINDY HOLLOW DRIVE 10.125 2,039.69 100 9.875 2,039.69 230,000.00 IRVING TX 75063 1 09/27/00 23 0412112401 03 11/01/00 0 0412112401 O 10/01/30 0 3831367 E22/G01 F 130,000.00 ZZ 360 129,940.94 1 34147 DEQUINDRE 9.875 1,128.85 100 9.625 1,128.85 130,000.00 TROY MI 48083 1 09/27/00 23 0412124430 05 11/01/00 0 0412124430 O 10/01/30 0 3831376 E22/G01 F 121,500.00 ZZ 360 121,444.31 1 12644 SE LINCOLN STREET 10.250 1,088.76 100 9.750 1,088.76 121,500.00 PORTLAND OR 97233 1 09/21/00 23 0412131195 05 11/01/00 0 0412131195 O 10/01/30 0 3831380 E22/G01 F 85,000.00 ZZ 360 84,963.39 1 1141 ROBIN HOOD LANE 10.125 753.80 100 9.875 753.80 85,000.00 NORMAN OK 73072 1 09/27/00 23 0412136129 05 11/01/00 0 0412136129 O 10/01/30 0 3831382 E22/G01 F 320,000.00 ZZ 360 319,858.44 1 2444 HEATHERLARK CIRCLE 10.000 2,808.23 104 9.750 2,808.23 310,000.00 PLEASANTON CA 94566 1 09/21/00 23 0412137721 05 11/01/00 0 1 0412137721 O 10/01/30 0 3831383 E22/G01 F 109,000.00 ZZ 360 108,972.11 1 608 PARTEE DRIVE 12.500 1,163.31 100 12.250 1,163.31 109,000.00 GRAND JUNCTION CO 81504 1 09/27/00 23 0412138059 05 11/01/00 0 0412138059 O 10/01/30 0 3831393 E22/G01 F 105,060.00 ZZ 360 105,010.98 1 209 WEST LINCOLN STREET 9.750 902.63 103 9.500 902.63 102,000.00 BINGEN WA 98605 1 09/21/00 23 0412146813 05 11/01/00 0 0412146813 O 10/01/30 0 3831395 E22/G01 F 166,000.00 ZZ 360 165,926.56 1 2106 S MAPLE 10.000 1,456.77 100 9.750 1,456.77 166,000.00 BERWYN IL 60402 1 09/27/00 23 0412147555 05 11/01/00 0 0412147555 O 10/01/30 0 3831398 E22/G01 F 111,250.00 ZZ 360 111,202.08 1 3601 CENTRAL STREET 10.125 986.59 107 9.875 986.59 104,000.00 KANSAS CITY MO 64111 1 09/27/00 23 0412148421 05 11/01/00 0 0412148421 O 10/01/30 0 3831402 E22/G01 F 103,000.00 ZZ 360 102,955.63 1 10909 LOS ARBOLES AVE NE 10.125 913.43 100 9.875 913.43 103,000.00 ALBUQUERQUE NM 87112 1 09/27/00 23 0412152373 05 11/01/00 0 0412152373 O 10/01/30 0 1 3831405 E22/G01 F 92,000.00 ZZ 360 91,958.20 1 2050 EAST YALE STREET, UNIT B 9.875 798.88 100 9.625 798.88 92,000.00 ONTARIO CA 91764 1 09/22/00 23 0412155780 01 11/01/00 0 0412155780 O 10/01/30 0 3831406 E22/G01 F 133,900.00 ZZ 360 133,853.54 1 2010 DUMONT DR 11.125 1,287.82 103 10.875 1,287.82 130,000.00 VALRICO FL 33594 1 09/27/00 23 0412158446 05 11/01/00 0 0412158446 O 10/01/30 0 3831409 E22/G01 F 125,000.00 ZZ 360 124,950.33 1 503 NORTH BLANCO STREET 10.500 1,143.42 104 10.250 1,143.42 120,500.00 LOCKHART TX 78644 1 09/27/00 23 0412159881 05 11/01/00 0 0412159881 O 10/01/30 0 3831411 E22/G01 F 93,000.00 ZZ 360 92,958.86 1 646 WEST 17TH AVENUE 10.000 816.14 100 9.750 816.14 93,000.00 APACHE JUNCTION AZ 85220 1 09/25/00 23 0412162620 05 11/01/00 0 0412162620 O 10/01/30 0 3831634 642/G01 F 107,120.00 ZZ 360 107,084.81 1 2326 CAINS MILL ROAD 11.375 1,050.60 103 11.125 1,050.60 104,000.00 SUMTER SC 29154 5 09/18/00 23 0432316669 05 11/01/00 0 09146700 O 10/01/30 0 3833974 286/G01 F 101,650.00 ZZ 360 101,602.57 1 800 MARKET STREET 9.750 873.34 107 9.500 873.34 95,000.00 1 DENTON MD 21629 1 09/13/00 23 0432316594 05 11/01/00 0 0009650036 O 10/01/30 0 3835287 E22/G01 F 96,800.00 ZZ 360 96,277.81 1 2805 TALLOWOOD COURT 9.625 822.79 107 9.125 822.79 90,500.00 PLANO TX 75074 1 09/26/00 23 0412071086 03 11/01/00 0 0412071086 O 10/01/30 0 3835289 E22/G01 F 48,050.00 ZZ 360 48,038.37 1 7907 BUNKER WOOD LANE 12.750 522.16 100 12.250 522.16 48,075.00 HOUSTON TX 77086 1 09/28/00 23 0412112492 03 11/01/00 0 0412112492 O 10/01/30 0 3835292 E22/G01 F 62,600.00 ZZ 360 62,578.27 1 6457 BETTY AVE 11.125 602.08 100 10.625 602.08 62,601.00 COCOA FL 32927 1 09/12/00 23 0412115032 05 11/01/00 0 0412115032 O 10/01/30 0 3835294 E22/G01 F 171,495.00 ZZ 360 171,417.09 1 7734 WINDBRIDGE DRIVE 9.875 1,489.17 103 9.625 1,489.17 166,500.00 SACRAMENTO CA 95831 1 09/20/00 23 0412118028 05 11/01/00 0 0412118028 O 10/01/30 0 3835296 E22/G01 F 242,890.00 ZZ 360 242,782.55 1 5084 RODEO CIRCLE 10.000 2,131.53 107 9.500 2,131.53 227,000.00 ANTIOCH CA 94509 1 09/12/00 23 0412127466 05 11/01/00 0 0412127466 O 10/01/30 0 1 3835305 E22/G01 F 111,800.00 ZZ 360 111,755.57 1 14 SWALLOW LANE, UNIT # 14 10.500 1,022.68 107 10.250 1,022.68 104,500.00 HOWELL NJ 07731 1 09/28/00 23 0412137150 01 11/01/00 0 0412137150 O 10/01/30 0 3835308 E22/G01 F 151,900.00 ZZ 360 151,783.67 1 1564 HUMMINGBIRD LANE 9.625 1,291.13 100 9.125 1,291.13 151,900.00 STAYTON OR 97383 1 09/13/00 23 0412139032 05 11/01/00 0 0412139032 O 10/01/30 0 3835309 E22/G01 F 162,700.00 ZZ 360 162,626.09 1 11056 CILKER RIVER WAY 9.875 1,412.80 107 9.375 1,412.80 152,100.00 RANCHO CORDOVA CA 95670 1 09/15/00 23 0412139701 05 11/01/00 0 0412139701 O 10/01/30 0 3835311 E22/G01 F 275,000.00 ZZ 360 274,878.35 1 10735 CAMELLIA STREET 10.000 2,413.32 100 9.750 2,413.32 275,000.00 DALLAS TX 75230 1 09/28/00 23 0412143026 05 11/01/00 0 0412143026 O 10/01/30 0 3835312 E22/G01 F 162,300.00 ZZ 360 162,231.94 1 141 NORTH SANTA ANA STREET 10.250 1,454.37 105 10.000 1,454.37 156,000.00 LOS BANOS CA 93635 1 09/25/00 23 0412143414 05 11/01/00 0 0412143414 O 10/01/30 0 3835317 E22/G01 F 300,000.00 ZZ 360 299,870.78 1 1 6619 MIMOSA COURT 10.125 2,660.47 97 9.625 2,660.47 310,000.00 SOUTH MIAMI FL 33143 1 09/29/00 23 0412149916 03 11/01/00 0 0412149916 O 10/01/30 0 3835318 E22/G01 F 121,000.00 ZZ 360 120,949.26 1 10166 WHITESIDE LANE 10.250 1,084.28 103 9.750 1,084.28 117,500.00 HOUSTON TX 77043 1 09/19/00 23 0412150153 03 11/01/00 0 0412150153 O 10/01/30 0 3835324 E22/G01 F 313,000.00 ZZ 360 312,853.98 1 3851 COTHRIN RANCH ROAD 9.750 2,689.15 103 9.500 2,689.15 305,000.00 SHINGLE SPRINGS CA 95682 1 09/26/00 23 0412154130 05 11/01/00 0 0412154130 O 10/01/30 0 3835326 E22/G01 F 118,750.00 ZZ 360 118,688.43 1 200-46 HILTON AVENUE UNIT 46 9.250 976.93 107 9.000 976.93 111,000.00 HEMPSTEAD NY 11550 1 09/28/00 23 0412154742 01 11/01/00 0 0412154742 O 10/01/30 0 3835331 E22/G01 F 77,000.00 ZZ 360 76,966.84 2 3268-3272 SE DURANT ST. 10.125 682.85 100 9.625 682.85 77,000.00 STUART FL 34997 1 09/28/00 23 0412157638 05 11/01/00 0 0412157638 O 10/01/30 0 3835334 E22/G01 F 228,800.00 ZZ 360 228,696.05 1 1536 ULLREY AVENUE 9.875 1,986.78 104 9.625 1,986.78 220,000.00 ESCALON CA 95320 1 09/25/00 23 0412158859 05 11/01/00 0 1 0412158859 O 10/01/30 0 3835338 E22/G01 F 129,950.00 ZZ 360 129,894.02 1 1700 NOME STREET 10.125 1,152.43 100 9.875 1,152.43 129,950.00 AURORA CO 80010 1 09/28/00 23 0412160277 05 11/01/00 0 0412160277 O 10/01/30 0 3835700 U05/G01 F 271,000.00 ZZ 360 270,752.75 1 5520 ANTLER DRIVE NE 9.875 2,353.22 100 9.625 2,353.22 271,000.00 CEDAR RAPIDS IA 52411 1 08/31/00 23 0432316149 05 10/01/00 0 3061044 O 09/01/30 0 3836679 U05/G01 F 90,000.00 ZZ 360 90,000.00 1 5002 HACKBERRY LANE 10.000 789.81 100 9.750 789.81 90,000.00 SACRAMENTO CA 95841 1 10/04/00 23 0432388668 09 12/01/00 0 3070402 O 11/01/30 0 3837756 E82/G01 F 321,500.00 ZZ 360 321,345.98 1 1926 EAST MARILYN ROAD 9.625 2,732.72 102 9.375 2,732.72 315,275.00 PHOENIX AZ 85022 1 09/27/00 31 0400324828 03 11/01/00 0 0400324828 O 10/01/30 0 3837759 E82/G01 F 197,300.00 ZZ 360 197,210.00 1 4528 STONE WYNDE DRIVE 9.875 1,713.25 101 9.625 1,713.25 196,100.00 LOUISVILLE KY 40272 1 09/29/00 00 0400327458 05 11/01/00 0 0400327458 O 10/01/30 0 1 3838110 K15/G01 F 156,750.00 ZZ 360 156,614.41 1 53 SHREWSBURY AVENUE 10.125 1,390.09 95 9.875 1,390.09 165,000.00 OCEANPORT NJ 07757 1 08/30/00 23 0432317212 05 10/01/00 0 3060200 N 09/01/30 0 3840145 E22/G01 F 251,450.00 ZZ 360 251,326.32 1 4325 RUSTIC ROAD 9.500 2,114.33 107 9.000 2,114.33 235,000.00 CARMICHAEL CA 95608 1 09/26/00 23 0412107872 05 11/01/00 0 0412107872 O 10/01/30 0 3840148 E22/G01 F 153,000.00 ZZ 360 152,926.71 1 4899 WIND CREEK DRIVE 9.625 1,300.48 106 9.375 1,300.48 145,000.00 SACRAMENTO CA 95838 1 09/20/00 23 0412113573 05 11/01/00 0 0412113573 O 10/01/30 0 3840158 E22/G01 F 151,900.00 ZZ 360 151,830.99 1 8324 SURFS UP DRIVE 9.875 1,319.02 107 9.375 1,319.02 142,000.00 LAS VEGAS NV 89128 1 09/27/00 23 0412122715 03 11/01/00 0 0412122715 O 10/01/30 0 3840160 E22/G01 F 148,900.00 ZZ 360 148,834.13 1 84 SNAKE MEADOW HILL ROAD 10.000 1,306.70 100 9.750 1,306.70 148,900.00 STERLING CT 06377 1 09/29/00 23 0412125577 05 11/01/00 0 0412125577 O 10/01/30 0 3840162 E22/G01 F 149,200.00 ZZ 360 149,128.53 1 1283 82ND AVENUE 9.625 1,268.18 107 9.125 1,268.18 140,000.00 1 OAKLAND CA 94621 1 09/21/00 23 0412127656 05 11/01/00 0 0412127656 O 10/01/30 0 3840167 E22/G01 F 269,550.00 ZZ 360 269,433.90 1 779 FESTIVO STREET 10.125 2,390.43 107 9.625 2,390.43 251,917.00 OXNARD CA 93030 1 09/27/00 23 0412136913 05 11/01/00 0 0412136913 O 10/01/30 0 3840171 E22/G01 F 290,000.00 ZZ 360 289,875.09 1 33861 PEQUITO DRIVE 10.125 2,571.79 100 9.875 2,571.79 290,000.00 DANA POINT CA 92629 1 09/25/00 23 0412138828 05 11/01/00 0 0412138828 O 10/01/30 0 3840172 E22/G01 F 95,200.00 ZZ 360 95,158.99 1 402 E HAMILTON 10.125 844.26 107 9.875 844.26 89,000.00 WASHINGTON IL 61571 1 09/29/00 23 0412139024 05 11/01/00 0 0412139024 O 10/01/30 0 3840188 E22/G01 F 106,900.00 ZZ 360 106,853.96 2 1615 GLEN DRIVE 10.125 948.01 100 9.875 948.01 106,900.00 NORTH CHICAGO IL 60064 1 09/29/00 23 0412148637 05 11/01/00 0 0412148637 O 10/01/30 0 3840194 E22/G01 F 158,850.00 ZZ 360 158,781.58 1 11738 WEST TUFTS PLACE 10.125 1,408.72 100 9.875 1,408.72 158,853.00 MORRISON CO 80465 1 09/29/00 23 0412149999 03 11/01/00 0 0412149999 O 10/01/30 0 1 3840198 E22/G01 F 76,400.00 ZZ 360 76,367.10 1 9210 CORRINGTON AVENUE 10.125 677.53 100 9.875 677.53 76,400.00 KANSAS CITY MO 64138 1 09/29/00 23 0412151326 05 11/01/00 0 0412151326 O 10/01/30 0 3840204 E22/G01 F 63,850.00 ZZ 360 63,829.02 1 2960 SW 22 AVENUE BLDG 8 11.375 626.22 103 UNIT 803 11.125 626.22 62,000.00 DELRAY BEACH FL 33445 1 09/29/00 23 0412152217 01 11/01/00 0 0412152217 O 10/01/30 0 3840209 E22/G01 F 157,500.00 ZZ 360 157,426.52 1 1349 BAYTHORN DRIVE 9.750 1,353.17 100 9.500 1,353.17 157,500.00 WESLEY CHAPEL FL 33543 1 09/29/00 23 0412154320 03 11/01/00 0 0412154320 O 10/01/30 0 3840212 E22/G01 F 73,400.00 ZZ 360 73,368.38 1 1804 OLD MEMPHIS ROAD 10.125 650.93 105 9.875 650.93 70,000.00 TUSCUMBIA AL 35674 1 09/29/00 23 0412155186 05 11/01/00 0 0412155186 O 10/01/30 0 3840216 E22/G01 F 126,900.00 ZZ 360 126,843.86 1 1411 LAKEPOINT DRIVE 10.000 1,113.64 100 9.750 1,113.64 126,900.00 DECATUR AL 35601 1 09/29/00 23 0412155541 05 11/01/00 0 0412155541 O 10/01/30 0 3840222 E22/G01 F 256,800.00 ZZ 360 256,689.39 1 1 4200 ST ELIZABETH DR. 10.125 2,277.36 103 9.875 2,277.36 250,000.00 KENNER LA 70065 1 09/29/00 23 0412156150 05 11/01/00 0 0412156150 O 10/01/30 0 3840223 E22/G01 F 94,500.00 ZZ 360 94,447.03 1 423 PITTSBURGH DRIVE 8.875 751.88 100 8.625 751.88 94,500.00 JUPITER FL 33458 1 09/29/00 23 0412156895 05 11/01/00 0 0412156895 O 10/01/30 0 3840236 E22/G01 F 215,250.00 ZZ 360 215,157.28 1 519 PLANTER'S REST LANE 10.125 1,908.89 103 9.875 1,908.89 209,000.00 INMAN SC 29349 1 09/29/00 23 0412160376 05 11/01/00 0 0412160376 O 10/01/30 0 3840250 E22/G01 F 94,050.00 ZZ 360 94,009.49 2 4807 GREENLEE AVE 10.125 834.06 95 9.875 834.06 99,000.00 CINCINNATI OH 45127 1 09/29/00 23 0412165888 05 11/01/00 0 0412165888 N 10/01/30 0 3840252 E22/G01 F 146,150.00 ZZ 360 146,081.82 1 5107 FORESTHAVEN DRIVE 9.750 1,255.65 103 9.250 1,255.65 141,900.00 HOUSTON TX 77066 1 09/29/00 23 0412165995 03 11/01/00 0 0412165995 O 10/01/30 0 3840256 E22/G01 F 39,900.00 ZZ 360 39,882.82 1 212 SW 1ST AVENUE 10.125 353.84 95 9.625 353.84 42,009.00 DELRAY BEACH FL 33444 1 09/29/00 23 0412168510 05 11/01/00 0 1 0412168510 N 10/01/30 0 3840848 K15/G01 F 96,800.00 ZZ 360 96,756.02 1 557 MAKAH AVENUE SOUTHEAST 9.875 840.56 103 9.625 840.56 94,000.00 OCEAN SHORES WA 98569 1 09/06/00 23 0432327559 05 11/01/00 0 3065188 O 10/01/30 0 3842200 U05/G01 F 135,000.00 ZZ 360 134,883.21 1 1518 WEST LYNWOOD STREET 10.125 1,197.21 100 9.875 1,197.21 135,000.00 PHOENIX AZ 85007 1 08/16/00 23 0432313641 05 10/01/00 0 3062339 O 09/01/30 0 3842600 K15/G01 F 83,400.00 ZZ 360 83,323.91 1 3805 E 12TH AVENUE 9.875 724.20 103 9.625 724.20 81,000.00 SPOKANE WA 99202 1 08/23/00 23 0432321156 05 10/01/00 0 3061022 O 09/01/30 0 3842931 T24/G01 F 128,750.00 ZZ 360 128,707.70 1 1528 EAST 120TH STREET 11.375 1,262.74 103 11.125 1,262.74 125,000.00 LOS ANGELES CA 90059 2 08/31/00 23 0432315224 05 11/01/00 0 09748307 O 10/01/30 0 3842977 T24/G01 F 269,855.00 ZZ 360 269,738.76 1 1000 TRAILVIEW LANE 10.125 2,393.14 100 9.875 2,393.14 269,855.00 CORONA CA 92881 1 09/12/00 23 0432313518 05 11/01/00 0 09754940 O 10/01/30 0 1 3843247 K15/G01 F 88,850.00 ZZ 360 88,771.07 1 321 RIVER ROAD 10.000 779.72 107 9.750 779.72 83,080.00 POHATCONG NJ 08865 1 08/25/00 23 0432313658 05 10/01/00 0 3064421 O 09/01/30 0 3843359 T24/G01 F 118,250.00 ZZ 360 118,200.41 1 15528 PLAID DRIVE 10.250 1,059.64 105 10.000 1,059.64 112,900.00 LAUREL MD 20707 1 09/15/00 23 0432350106 07 11/01/00 0 09764053 O 10/01/30 0 3843398 T24/G01 F 274,000.00 ZZ 360 273,881.99 1 326 NORTH WILDWOOD 10.125 2,429.89 107 9.875 2,429.89 257,000.00 HERCULES CA 94547 1 09/06/00 23 0432332989 01 11/01/00 0 09762819 O 10/01/30 0 3844794 E22/G01 F 357,300.00 ZZ 360 357,128.83 1 3891 MARFRANCE DRIVE 9.625 3,037.01 103 9.125 3,037.01 349,900.00 SAN JOSE CA 95121 1 09/25/00 23 0412085342 05 11/01/00 0 0412085342 O 10/01/30 0 3844802 E22/G01 F 212,500.00 ZZ 360 212,408.47 1 225 NORTHEAST 65TH ST UNIT 302 10.125 1,884.50 100 9.875 1,884.50 212,500.00 SEATTLE WA 98115 1 09/26/00 23 0412111460 01 11/01/00 0 0412111460 O 10/01/30 0 3844807 E22/G01 F 212,350.00 ZZ 360 212,253.52 1 117 ROCKBOLT CIRCLE 9.875 1,843.94 107 9.625 1,843.94 198,500.00 1 FOLSOM CA 95630 1 09/25/00 23 0412119885 05 11/01/00 0 0412119885 O 10/01/30 0 3844824 E22/G01 F 61,800.00 ZZ 360 61,800.00 2 268 NORTH JOHNSON 10.125 548.06 100 9.875 548.06 61,800.00 PONTIAC MI 48340 1 10/02/00 23 0412155129 05 12/01/00 0 0412155129 O 11/01/30 0 3844831 E22/G01 F 72,000.00 ZZ 360 71,983.54 1 2520 REED AVE 13.000 796.46 103 12.500 796.46 70,000.00 CHEYENNE WY 82001 1 10/02/00 23 0412163925 05 11/01/00 0 0412163925 O 10/01/30 0 3844834 E22/G01 F 216,800.00 ZZ 360 216,728.78 1 11121 SUNRISE LANE 11.375 2,126.30 103 11.125 2,126.30 210,500.00 FRISCO TX 75035 1 09/29/00 23 0412170888 03 11/01/00 0 0412170888 O 10/01/30 0 3844874 642/G01 F 106,250.00 ZZ 360 106,199.10 1 135 HALIFAX DRIVE 9.625 903.11 105 9.375 903.11 102,000.00 VANDALIA OH 45377 5 09/21/00 23 0432313823 05 11/01/00 0 09111200 O 10/01/30 0 3844886 642/G01 F 240,000.00 ZZ 180 239,414.27 1 4128 PRIMA VISTA CIRCLE SOUTH 9.875 2,560.73 100 9.625 2,560.73 240,000.00 JACKSONVILLE FL 32217 1 09/25/00 23 0432314235 03 11/01/00 0 09101400 O 10/01/15 0 1 3844891 642/G01 F 188,400.00 ZZ 360 188,338.12 1 5131 FREE PIKE 11.375 1,847.76 103 11.125 1,847.76 183,000.00 TROTWOOD OH 45426 5 09/20/00 23 0432314219 05 11/01/00 0 09123500 O 10/01/30 0 3844941 U59/G01 F 142,000.00 ZZ 360 141,938.84 1 18 REDWOOD AVE 10.125 1,259.29 100 9.875 1,259.29 142,000.00 BORDENTOWN NJ 08505 1 10/13/00 23 0432372605 05 11/13/00 0 800576611 O 10/13/30 0 3846140 526/G01 F 157,540.00 ZZ 360 157,433.12 1 1348 E ORANGE GROVE BLVD 4 11.250 1,530.13 103 11.000 1,530.13 153,000.00 PASADENA CA 91104 1 08/04/00 23 0432314458 01 10/01/00 0 417701 O 09/01/30 0 3846191 526/G01 F 67,450.00 ZZ 360 67,393.19 1 159 SOUTH 4TH STREET 10.250 604.42 95 10.000 604.42 71,000.00 BEECH GROVE IN 46107 1 08/18/00 23 0432314292 05 10/01/00 0 417661 N 09/01/30 0 3848266 526/G01 F 110,750.00 ZZ 360 110,654.18 1 1716 E MAIN ST 10.125 982.16 100 9.875 982.16 110,750.00 MEDFORD OR 97504 1 08/09/00 23 0432319069 05 10/01/00 0 0416512 O 09/01/30 0 3848434 624/G01 F 205,000.00 ZZ 360 204,904.36 1 1 6171 NANCY DRIVE 9.750 1,761.27 100 9.500 1,761.27 205,000.00 LA MESA CA 91942 5 09/19/00 23 0432313799 05 11/01/00 0 37009100373F O 10/01/30 0 3849934 E22/G01 F 289,000.00 ZZ 360 288,537.68 1 3724 OAK SHORES DRIVE 9.750 2,482.96 107 9.250 2,482.96 270,102.00 STOCKTON CA 95209 1 09/19/00 23 0412084154 03 11/01/00 0 0412084154 O 10/01/30 0 3849935 E22/G01 F 201,750.00 ZZ 360 201,695.40 1 1651 NW 104 AVENUE 12.250 2,114.13 103 12.000 2,114.13 195,900.00 PLANTATION FL 33322 1 10/03/00 23 0412099400 03 11/01/00 0 0412099400 O 10/01/30 0 3849937 E22/G01 F 130,000.00 ZZ 360 129,942.49 1 5880 SINALOA COURT 10.000 1,140.84 100 9.500 1,140.84 130,000.00 LAS VEGAS NV 89103 1 09/29/00 23 0412116790 05 11/01/00 0 0412116790 O 10/01/30 0 3851358 K15/G01 F 198,250.00 ZZ 360 198,107.97 1 22002 42ND PLACE WEST 11.000 1,887.98 103 10.750 1,887.98 192,500.00 MOUNTLAKE TERRA WA 98043 2 08/21/00 23 0432315935 05 10/01/00 0 3058831 O 09/01/30 0 3851553 E82/G01 F 87,550.00 ZZ 360 87,517.92 1 7821 KIMBERLY BOULEVARD 10.875 825.50 103 10.625 825.50 85,000.00 NORTH LAUDERDAL FL 33068 1 10/02/00 31 0400323416 05 11/01/00 0 1 0400323416 O 10/01/30 0 3852289 U05/G01 F 245,000.00 ZZ 360 245,000.00 1 6142 EAST 20TH AVENUE 9.625 2,082.47 105 9.375 2,082.47 235,000.00 APACHE JUNCTION AZ 85219 1 10/13/00 23 0432381952 05 12/01/00 0 3075435 O 11/01/30 0 3853176 U05/G01 F 374,500.00 ZZ 360 374,500.00 1 27811 CAMINO DEL RIO 10.000 3,286.51 106 9.750 3,286.51 355,000.00 SAN JUAN CAPIST CA 92675 5 10/13/00 23 0432388684 01 12/01/00 0 3070473 O 11/01/30 0 3853411 286/G01 F 185,000.00 ZZ 360 184,956.49 1 5925 W QUAIL AVE 12.875 2,028.41 100 12.625 2,028.41 185,000.00 LAS VEGAS NV 89118 1 09/12/00 23 0432318798 05 11/01/00 0 0000162219 O 10/01/30 0 3853702 526/G01 F 120,000.00 ZZ 360 119,896.18 1 1202 CLINTON 10.125 1,064.19 100 9.875 1,064.19 120,000.00 ALGONAC MI 48001 1 08/21/00 23 0432318848 05 10/01/00 0 0416188 O 09/01/30 0 3854885 E22/G01 F 99,900.00 ZZ 360 99,854.61 1 4263 SE SYLVIA COURT 9.875 867.48 100 9.375 867.48 99,900.00 SALEM OR 97631 1 09/26/00 23 0412141848 05 11/01/00 0 0412141848 O 10/01/30 0 1 3855485 E22/G01 F 28,800.00 ZZ 360 28,800.00 1 507 ORCHARD STREET 11.375 282.46 103 11.125 282.46 28,000.00 DOWAGIAC MI 49047 1 10/04/00 23 0412159667 05 12/01/00 0 0412159667 O 11/01/30 0 3855486 E22/G01 F 110,000.00 ZZ 360 109,950.03 1 3638 FLORRIE AVENUE 9.875 955.18 100 9.625 955.18 110,000.00 LAS VEGAS NV 89121 1 09/29/00 23 0412159741 05 11/01/00 0 0412159741 O 10/01/30 0 3855489 E22/G01 F 62,500.00 ZZ 360 62,484.00 1 2203 JAMES STREET 12.500 667.04 100 12.000 667.04 62,500.00 BAYTOWN TX 77520 1 10/03/00 23 0412161903 05 11/01/00 0 0412161903 O 10/01/30 0 3857244 U59/G01 F 114,000.00 ZZ 360 113,948.21 1 1050 S. GRANT STREET 9.875 989.92 100 9.625 989.92 114,000.00 MOSES LAKE WA 98837 1 10/09/00 23 0432373009 05 11/10/00 0 800615321 O 10/10/30 0 3858390 U05/G01 F 133,047.00 ZZ 360 133,047.00 1 2612 SOUTH 81ST AVENUE 10.125 1,179.89 100 9.875 1,179.89 133,047.00 PHOENIX AZ 85043 1 10/06/00 23 0432382018 05 12/01/00 0 3072865 O 11/01/30 0 3858576 E84/G01 F 277,500.00 ZZ 360 277,500.00 1 1518 LAGO STREET #102 9.875 2,409.67 100 9.625 2,409.67 277,500.00 1 SAN MATEO CA 94403 1 10/12/00 23 0432382851 01 12/01/00 0 23001518 O 11/01/30 0 3858725 U59/G01 F 93,450.00 ZZ 360 93,407.54 1 2639 RUSSELL DR 9.875 811.48 107 9.625 811.48 87,500.00 LOWER BURRELL PA 15068 1 10/16/00 23 0432373181 05 11/16/00 0 800606674 O 10/16/30 0 3858863 526/G01 F 107,000.00 ZZ 360 106,907.43 1 1012 LINCOLNSHIRE COURT #D 10.125 948.90 100 9.875 948.90 107,000.00 ELGIN IL 60120 1 09/01/00 23 0432315711 01 10/01/00 0 0420900 O 09/01/30 0 3859129 526/G01 F 123,497.00 ZZ 360 123,384.34 1 5968 ORIOLE DR 9.875 1,072.38 103 9.625 1,072.38 119,900.00 GREENDALE WI 53129 1 08/22/00 23 0432319150 05 10/01/00 0 0416901 O 09/01/30 0 3859176 526/G01 F 75,000.00 ZZ 360 74,936.83 2 276 E 148TH ST 10.250 672.08 95 10.000 672.08 79,000.00 HARVEY IL 60426 1 08/29/00 23 0432319143 05 10/01/00 0 0417180 N 09/01/30 0 3859274 E22/G01 F 178,000.00 ZZ 360 177,923.34 1 1865 CARLSON BOULEVARD 10.125 1,578.54 100 9.625 1,578.54 178,000.00 RICHMOND CA 94804 1 09/01/00 23 0412109852 05 11/01/00 0 0412109852 O 10/01/30 0 1 3859277 E22/G01 F 262,150.00 ZZ 360 262,150.00 1 1779 LAURELGROVE LANE 9.625 2,228.25 107 9.125 2,228.25 245,000.00 TRACY CA 95376 1 10/03/00 23 0412125387 05 12/01/00 0 0412125387 O 11/01/30 0 3859280 E22/G01 F 99,350.00 ZZ 360 99,304.87 1 408 EAST 6TH STREET 9.875 862.70 107 9.625 862.70 93,500.00 FRONT ROYAL VA 22630 1 10/05/00 23 0412133233 05 11/01/00 0 0412133233 O 10/01/30 0 3859281 E22/G01 F 360,000.00 ZZ 360 359,844.94 1 3220 SHANNON COURT 10.125 3,192.56 103 9.625 3,192.56 349,950.00 HAYWARD CA 94541 1 09/27/00 23 0412135527 05 11/01/00 0 0412135527 O 10/01/30 0 3859292 E22/G01 F 159,000.00 ZZ 360 159,000.00 1 1243 W. 112TH AVENUE 9.625 1,351.48 100 UNIT B 9.125 1,351.48 159,000.00 WESTMINSTER CO 80234 1 10/05/00 23 0412162372 01 12/01/00 0 0412162372 O 11/01/30 0 3860156 642/G01 F 355,400.00 ZZ 360 355,246.92 1 9927 SOUTH PRAIRIE FALCON 10.125 3,151.77 104 COURT 9.875 3,151.77 345,000.00 LITTLETON CO 80126 1 09/29/00 23 0432321743 03 11/01/00 0 09172000 O 10/01/30 0 3860257 642/G01 F 120,000.00 ZZ 360 119,948.31 1 1 3940 NORTHWEST 34 TERRACE 10.125 1,064.19 100 9.875 1,064.19 120,000.00 LAUDERDALE LAKE FL 33309 1 09/29/00 23 0432341352 05 11/01/00 0 08214000 O 10/01/30 0 3861748 T24/G01 F 178,700.00 ZZ 360 178,628.99 1 22173 RED OAK DRIVE 10.500 1,634.64 104 10.250 1,634.64 172,900.00 ROGERS MN 55374 1 09/21/00 23 0432358158 05 11/01/00 0 09761883 O 10/01/30 0 3862007 526/G01 F 93,350.00 ZZ 360 93,271.37 1 608 GLENN DRIVE 10.250 836.51 106 10.000 836.51 88,620.00 EULESS TX 76039 1 09/06/00 23 0432317360 05 10/01/00 0 0418810 O 09/01/30 0 3862052 526/G01 F 145,300.00 ZZ 360 145,156.50 1 7417 VATTER DRIVE 9.500 1,221.76 106 9.250 1,221.76 137,500.00 CORPUS CHRISTI TX 78143 1 08/28/00 23 0432333813 03 10/01/00 0 0418243 O 09/01/30 0 3862060 526/G01 F 134,900.00 ZZ 360 134,783.31 1 515 ALGONA AVENUE 10.125 1,196.32 100 9.875 1,196.32 134,900.00 ELGIN IL 60120 1 08/29/00 23 0432325421 05 10/01/00 0 0419621 O 09/01/30 0 3862067 T24/G01 F 192,600.00 ZZ 360 192,536.74 1 509 DEBORAH DRIVE 11.375 1,888.95 103 11.125 1,888.95 187,000.00 READING PA 19608 5 09/25/00 23 0432318715 05 11/01/00 0 1 09762257 O 10/01/30 0 3862075 286/G01 F 144,450.00 ZZ 360 144,382.61 1 13540 COLESMIRE GATE WAY 9.750 1,241.05 107 9.500 1,241.05 135,000.00 BRISTOW VA 20136 1 09/12/00 23 0432318210 03 11/01/00 0 0000122955 O 10/01/30 0 3862178 964/G01 F 205,450.00 ZZ 360 205,450.00 1 5339 DELTA DRIVE 9.875 1,784.02 103 9.625 1,784.02 199,500.00 ROCKLIN CA 95765 1 10/06/00 23 0432389930 05 12/01/00 0 88524 O 11/01/30 0 3862213 526/G01 F 76,000.00 ZZ 360 75,935.98 1 52 N 14TH AVE 10.250 681.04 100 10.000 681.04 76,000.00 BEECH GROVE IN 46107 1 08/25/00 23 0432327187 05 10/01/00 0 0419019 O 09/01/30 0 3862388 526/G01 F 124,000.00 ZZ 360 123,889.83 1 14932 ROSEMARY DR 10.000 1,088.19 100 9.750 1,088.19 124,000.00 FONTANA CA 92335 1 08/29/00 23 0432353746 05 10/01/00 0 0421069 O 09/01/30 0 3862409 526/G01 F 92,500.00 ZZ 360 92,417.82 1 2309 N ANTHONY 10.000 811.75 100 9.750 811.75 92,500.00 FORT WAYNE IN 46805 1 08/22/00 23 0432333904 05 10/01/00 0 0416154 O 09/01/30 0 1 3862686 526/G01 F 190,700.00 ZZ 360 190,535.03 1 760 BUTTERFIELD LN 10.125 1,691.17 100 9.875 1,691.17 190,700.00 SAN MARCOS CA 92069 1 08/23/00 23 0432334076 05 10/01/00 0 0418746 O 09/01/30 0 3862763 U59/G01 F 130,540.00 ZZ 240 130,376.28 1 603 HUMPHREY RD 10.375 1,292.35 107 10.125 1,292.35 122,000.00 GREENSBURG PA 15601 2 09/29/00 23 0432317659 05 11/04/00 0 01933800608634 O 10/04/20 0 3862770 526/G01 F 184,000.00 T 360 183,827.62 1 915 WEST MADERO AVE 9.750 1,580.84 107 9.500 1,580.84 172,000.00 MESA AZ 85210 1 08/21/00 23 0432323269 05 10/01/00 0 0419828 O 09/01/30 0 3862986 E22/G01 F 122,750.00 ZZ 360 122,695.70 1 2041 COLEY AVENUE 10.000 1,077.22 105 9.750 1,077.22 117,500.00 ESCALON CA 95320 1 09/27/00 23 0412155020 05 11/01/00 0 0412155020 O 10/01/30 0 3862987 E22/G01 F 259,900.00 ZZ 360 259,788.06 1 7783 S. ELIZABETH WAY 10.125 2,304.85 100 9.875 2,304.85 259,900.00 LITTLETON CO 80123 1 10/06/00 23 0412155467 03 11/01/00 0 0412155467 O 10/01/30 0 3862988 E22/G01 F 56,650.00 ZZ 360 56,650.00 1 11619 NW 28TH STREET 13.875 665.63 103 UNIT # 7 13.625 665.63 55,000.00 1 CORAL SPRINGS FL 33065 1 10/06/00 23 0412156879 01 12/01/00 0 0412156879 O 11/01/30 0 3862990 E22/G01 F 164,500.00 ZZ 360 164,429.15 1 28282 SORRENTO 10.125 1,458.82 100 UNIT # 147 9.625 1,458.82 164,500.00 LAGUNA NIGUEL CA 92677 1 10/02/00 23 0412159840 01 11/01/00 0 0412159840 O 10/01/30 0 3862996 E22/G01 F 103,250.00 ZZ 360 103,203.09 1 8533 WINDSOR DRIVE 9.875 896.57 100 9.625 896.57 103,290.00 MIRAMAR FL 33025 1 10/06/00 23 0412164675 05 11/01/00 0 0412164675 O 10/01/30 0 3863004 E22/G01 F 58,850.00 ZZ 360 58,823.27 1 429 NORTH HARRISON 9.875 511.02 107 9.375 511.02 55,000.00 SAGINAW MI 48602 1 10/06/00 23 0412175515 05 11/01/00 0 0412175515 O 10/01/30 0 3863009 E22/G01 F 67,900.00 ZZ 360 67,900.00 1 2817 NOVA DRIVE 10.000 595.87 100 9.750 595.87 67,900.00 GARLAND TX 75044 1 10/06/00 23 0412180044 09 12/01/00 0 0412180044 O 11/01/30 0 3863052 526/G01 F 169,500.00 ZZ 360 169,364.71 1 275 OAKWOOD CT 10.500 1,550.48 100 10.250 1,550.48 169,500.00 GREENWOOD IN 46142 1 08/08/00 23 0432317402 05 10/01/00 0 0414825 O 09/01/30 0 1 3863922 526/G01 F 139,700.00 ZZ 360 139,700.00 1 6350 N 78TH STREET #257 9.750 1,200.24 104 9.500 1,200.24 135,300.00 SCOTTSDALE AZ 85250 1 10/10/00 23 0432381739 05 12/01/00 0 0423439 O 11/01/30 0 3864697 286/G01 F 118,950.00 ZZ 360 118,895.95 1 11514 SANDY LOAM TRAIL 9.875 1,032.91 104 9.625 1,032.91 115,000.00 AUSTIN TX 78750 1 09/28/00 23 0432361343 05 11/01/00 0 0000174590 O 10/01/30 0 3865157 286/G01 F 171,200.00 ZZ 360 171,126.25 1 922 JEANERETTE DR 10.125 1,518.25 107 9.875 1,518.25 160,000.00 UNIVERSITY CITY MO 63130 1 09/26/00 23 0432323103 05 11/01/00 0 0000133860 O 10/01/30 0 3865242 E82/G01 F 96,850.00 ZZ 360 96,809.39 1 85 ANDOVER PLACE 10.250 867.87 101 10.000 867.87 96,000.00 WASHINGTON TOWN NJ 08691 1 10/04/00 31 0400274742 01 11/01/00 0 0400274742 O 10/01/30 0 3865540 286/G01 F 226,400.00 ZZ 360 226,400.00 1 135 FARMRIDGE RD 10.500 2,070.97 107 10.250 2,070.97 211,600.00 SPRINGBORO OH 45066 1 10/03/00 23 0432391696 03 12/01/00 0 0000067430 O 11/01/30 0 3866472 286/G01 F 67,000.00 ZZ 360 66,971.13 1 1 1416 SEARLE 10.125 594.18 100 9.875 594.18 67,000.00 DES MOINES IA 50317 1 09/26/00 23 0432333680 05 11/01/00 0 0000133181 O 10/01/30 0 3867882 526/G01 F 117,450.00 ZZ 360 117,342.84 1 16616 E GUNSIGHT DR 118D 9.875 1,019.88 103 9.625 1,019.88 115,000.00 FOUNTAIN HILLS AZ 85268 1 08/17/00 23 0432333938 01 10/01/00 0 0417077 O 09/01/30 0 3867906 526/G01 F 127,500.00 ZZ 360 127,392.61 1 3234 NORTH 20TH PL 10.250 1,142.53 100 10.000 1,142.53 127,500.00 PHOENIX AZ 85016 1 08/02/00 23 0432329589 05 10/01/00 0 0416326 O 09/01/30 0 3869069 455/G01 F 174,700.00 ZZ 360 174,618.49 1 1085 LAKE STONE LEA DR 9.750 1,500.95 106 9.500 1,500.95 165,000.00 COVINGTON GA 30054 1 09/29/00 23 0432364016 05 11/01/00 0 18000475 O 10/01/30 0 3870025 642/G01 F 56,900.00 ZZ 360 56,872.01 1 1210 SOUTH HELEN STREET 9.500 478.45 107 9.250 478.45 53,220.00 SIOUX CITY IA 51106 1 09/28/00 23 0432340776 05 11/01/00 0 09134400 O 10/01/30 0 3870102 642/G01 F 59,300.00 ZZ 360 59,270.83 1 207 CHRISTOPHER DRIVE 9.500 498.63 106 9.250 498.63 56,000.00 CADIZ KY 42211 5 09/27/00 23 0432338275 05 11/01/00 0 1 08209400 O 10/01/30 0 3870182 642/G01 F 155,000.00 ZZ 360 154,933.23 1 887& 887 1/2 N 4TH AVENUE 10.125 1,374.58 100 9.875 1,374.58 155,000.00 UPLAND CA 91786 1 09/21/00 23 0432361426 05 11/01/00 0 09116400 O 10/01/30 0 3870242 642/G01 F 49,400.00 ZZ 360 49,378.72 1 13A CEDAR COURT 10.125 438.09 95 9.875 438.09 52,000.00 EAST HAVEN CT 06513 1 09/29/00 23 0432342301 01 11/01/00 0 09160400 N 10/01/30 0 3870697 Q01/G01 F 115,100.00 ZZ 360 115,050.43 1 616 FIRST STREET 10.125 1,020.73 105 9.875 1,020.73 110,635.00 ALAMOSA CO 81101 1 09/29/00 23 0432366003 05 11/01/00 0 29306 O 10/01/30 0 3870778 K15/G01 F 118,300.00 ZZ 360 118,300.00 1 3265 BEREA ROAD 10.375 1,071.10 103 10.125 1,071.10 115,000.00 CLEVELAND OH 44111 5 10/10/00 23 0432382323 05 12/01/00 0 028705301999 O 11/01/30 0 3871130 T24/G01 F 103,450.00 ZZ 360 103,403.00 1 175 SOUTH 1ST STREET 9.875 898.31 104 9.625 898.31 100,000.00 KALAMA WA 98625 1 09/19/00 23 0432339406 03 11/01/00 0 09967872 O 10/01/30 0 1 3872861 E82/G01 F 118,900.00 ZZ 360 118,900.00 1 1103 EAST LARK 10.125 1,054.43 100 9.875 1,054.43 118,900.00 OZARK MO 65721 1 10/06/00 31 0400326419 05 12/01/00 0 0400326419 O 11/01/30 0 3872886 E22/G01 F 214,990.00 ZZ 360 214,990.00 1 8112 JASMINE HOLLOW COURT 9.625 1,827.39 105 9.125 1,827.39 206,069.00 LAS VEGAS NV 89131 1 10/05/00 23 0412140998 03 12/01/00 0 0412140998 O 11/01/30 0 3872893 E22/G01 F 278,550.00 ZZ 360 278,550.00 1 1810 SOUTH ULSTER ST. 9.875 2,418.79 102 9.625 2,418.79 274,440.00 DENVER CO 80231 1 10/10/00 23 0412150112 03 12/01/00 0 0412150112 O 11/01/30 0 3872895 E22/G01 F 163,000.00 ZZ 360 163,000.00 1 9713 GREAT BEND DRIVE 9.750 1,400.42 100 9.250 1,400.42 163,000.00 LAS VEGAS NV 89117 1 10/04/00 23 0412151581 03 12/01/00 0 0412151581 O 11/01/30 0 3872898 E22/G01 F 267,800.00 ZZ 360 267,800.00 1 15721 VIA CORTA 9.250 2,203.12 103 8.750 2,203.12 260,000.00 SAN LORENZO CA 94580 1 10/02/00 23 0412155996 05 12/01/00 0 0412155996 O 11/01/30 0 3873288 526/G01 F 89,610.00 ZZ 360 89,576.22 1 4505 NE 12TH AVE 13.875 1,052.91 103 13.625 1,052.91 87,000.00 1 VANCOUVER WA 98663 1 08/11/00 23 0432360725 05 10/01/00 0 0417678 O 09/01/30 0 3873370 526/G01 F 60,850.00 ZZ 360 60,824.48 1 408 NORTH MAIN STREET 10.250 545.28 107 10.000 545.28 56,900.00 WILLIAMSTOWN KY 41097 1 09/12/00 23 0432342806 05 11/01/00 0 0421483 O 10/01/30 0 3873465 526/G01 F 178,650.00 ZZ 360 178,486.99 1 5010 SE 22ND ST 9.875 1,551.31 105 9.625 1,551.31 171,500.00 GRESHAM OR 97080 1 08/18/00 23 0432344323 05 10/01/00 0 0415263 O 09/01/30 0 3874574 286/G01 F 153,650.00 ZZ 360 153,580.19 1 1417 MURRAYWOOD COURT 9.875 1,334.22 103 9.625 1,334.22 150,000.00 COLUMBIA SC 29212 1 09/28/00 23 0432350023 05 11/01/00 0 0009982590 O 10/01/30 0 3874618 286/G01 F 130,000.00 ZZ 360 129,946.93 1 8308 FRANCONIA RD 10.375 1,177.03 100 10.125 1,177.03 130,000.00 RICHMOND VA 23227 1 09/29/00 23 0432359115 05 11/01/00 0 0009635572 O 10/01/30 0 3875545 526/G01 F 194,250.00 ZZ 360 194,161.75 1 20174 S CANTERWOOD CT 9.875 1,686.77 100 9.625 1,686.77 194,250.00 OREGON CITY OR 97045 1 09/01/00 23 0432358604 05 11/01/00 0 0420712 O 10/01/30 0 1 3875828 526/G01 F 141,240.00 ZZ 360 141,117.81 1 9830 WEST POTTER DR 10.125 1,252.55 107 9.875 1,252.55 132,000.00 PEORIA AZ 85382 1 08/17/00 23 0432353753 03 10/01/00 0 0417443 O 09/01/30 0 3876594 E22/G01 F 128,500.00 ZZ 360 128,441.62 1 17 SOUTH NORMAL 9.875 1,115.83 100 9.625 1,115.83 128,500.00 YPSILANTI MI 48197 1 09/05/00 23 0412100992 05 11/01/00 0 0412100992 O 10/01/30 0 3876598 E22/G01 F 143,000.00 ZZ 360 143,000.00 1 1131 NORTH GROVER AVENUE 9.750 1,228.59 100 9.250 1,228.59 143,000.00 EAST WENATCHEE WA 98802 1 10/03/00 23 0412136574 05 12/01/00 0 0412136574 O 11/01/30 0 3876607 E22/G01 F 62,050.00 ZZ 360 62,050.00 1 2995 TOULON ROAD SE 9.375 516.10 107 8.875 516.10 58,000.00 PALM BAY FL 32909 1 10/11/00 23 0412152555 05 12/01/00 0 0412152555 O 11/01/30 0 3876609 E22/G01 F 185,000.00 ZZ 360 185,000.00 1 2979 CHILI AVENUE 10.000 1,623.51 100 9.750 1,623.51 185,000.00 CHILI NY 14624 1 10/11/00 23 0412154650 05 12/01/00 0 0412154650 O 11/01/30 0 3876900 U59/G01 F 93,840.00 ZZ 360 93,795.03 1 1 608 CHIMBORAZO BLVD. 9.625 797.64 102 9.375 797.64 92,000.00 RICHMOND VA 23223 5 10/11/00 23 0432377158 05 11/16/00 0 800622576 O 10/16/30 0 3881067 E22/G01 F 90,400.00 ZZ 360 90,400.00 1 3712 BARBARA AVENUE 10.000 793.32 95 9.500 793.32 95,177.00 BAKERSFIELD CA 93309 1 10/09/00 23 0412157141 05 12/01/00 0 0412157141 N 11/01/30 0 3881083 E22/G01 F 74,900.00 ZZ 360 74,900.00 2 1521 OMAHA STREET 9.875 650.39 100 9.625 650.39 74,900.00 EAU CLAIRE WI 54703 1 10/11/00 23 0412171613 05 12/01/00 0 0412171613 O 11/01/30 0 3881560 286/G01 F 125,000.00 ZZ 360 124,958.94 1 912 OAKGROVE PARK COURT 11.375 1,225.96 100 11.125 1,225.96 125,000.00 ELLISVILLE MO 63021 1 09/28/00 23 0432340701 09 11/01/00 0 0000133906 O 10/01/30 0 3882013 526/G01 F 55,100.00 ZZ 360 55,076.27 1 4545 BRITTANY ROAD 10.125 488.64 95 9.875 488.64 58,000.00 INDIANAPOLIS IN 46222 1 09/15/00 23 0432342335 05 11/01/00 0 0422198 N 10/01/30 0 3882637 K15/G01 F 98,900.00 ZZ 360 98,900.00 1 502 S 22ND 10.000 867.92 105 9.750 867.92 95,000.00 DAKOTA CITY NE 68731 5 10/16/00 23 0432363018 05 12/01/00 0 1 205605300956 O 11/01/30 0 3883372 E22/G01 F 174,900.00 ZZ 360 174,900.00 1 4836 WEST LEIGHSON AVENUE 10.125 1,551.05 107 9.875 1,551.05 163,500.00 VISALIA CA 93291 1 10/09/00 23 0412184749 05 12/01/00 0 0412184749 O 11/01/30 0 3884218 Q01/G01 F 193,900.00 T 360 193,816.48 1 1517 POINT DRIVE NUMBER 102 10.125 1,719.55 100 9.875 1,719.55 193,900.00 FRISCO CO 80443 1 09/25/00 23 0432353670 05 11/01/00 0 29752016 O 10/01/30 0 3884335 Q01/G01 F 88,500.00 ZZ 360 88,461.88 1 2550 BROWNS MILL RD 10.125 784.84 100 9.875 784.84 88,500.00 ATLANTA GA 30354 1 09/29/00 23 0432353712 05 11/01/00 0 29903016 O 10/01/30 0 3884603 526/G01 F 219,150.00 ZZ 360 218,960.42 1 1725 MENDOTA ST 10.125 1,943.47 100 9.875 1,943.47 219,194.00 CHULA VISTA CA 91913 1 08/15/00 23 0432360683 09 10/01/00 0 0416022 O 09/01/30 0 3885180 E22/G01 F 266,400.00 ZZ 360 266,400.00 1 3313 STERLING DRIVE 10.000 2,337.85 107 9.500 2,337.85 249,000.00 CORONA CA 92882 1 10/04/00 23 0412102196 05 12/01/00 0 0412102196 O 11/01/30 0 1 3885189 E22/G01 F 140,550.00 ZZ 360 140,550.00 1 1712 ROCK COURT 10.250 1,259.47 103 10.000 1,259.47 136,500.00 CARSON CITY NV 89706 1 10/03/00 23 0412140865 05 12/01/00 0 0412140865 O 11/01/30 0 3885192 E22/G01 F 170,800.00 ZZ 360 170,800.00 1 1951 SUNLAND DRIVE 9.750 1,467.44 103 9.250 1,467.44 166,000.00 CARSON CITY NV 89706 1 10/03/00 23 0412146060 05 12/01/00 0 0412146060 O 11/01/30 0 3885193 E22/G01 F 96,300.00 ZZ 360 96,300.00 1 2916 SW 6TH ST. 10.125 854.01 107 9.625 854.01 90,000.00 LINCOLN NE 68522 1 10/13/00 23 0412146417 05 12/01/00 0 0412146417 O 11/01/30 0 3885217 E22/G01 F 300,000.00 T 360 300,000.00 1 1832 JOSEPH STREET 10.500 2,744.22 104 10.250 2,744.22 290,000.00 ANN ARBOR MI 48104 1 10/13/00 23 0412177214 05 12/01/00 0 0412177214 O 11/01/30 0 3885220 E22/G01 F 155,150.00 ZZ 360 155,150.00 1 3648 CRYSTAL LAKES COURT 9.750 1,332.98 107 9.500 1,332.98 145,000.00 SARASOTA FL 34235 1 10/13/00 23 0412177644 03 12/01/00 0 0412177644 O 11/01/30 0 3885223 E22/G01 F 132,100.00 ZZ 360 132,100.00 1 5802 MANASSAS DRIVE 9.875 1,147.09 104 9.625 1,147.09 128,000.00 1 BATON ROUGE LA 70817 1 10/13/00 23 0412180697 05 12/01/00 0 0412180697 O 11/01/30 0 3887366 526/G01 F 149,000.00 ZZ 360 148,926.71 1 4727 N OCTAVIA AVE 9.500 1,252.87 100 9.250 1,252.87 149,000.00 CHICAGO IL 60656 1 09/18/00 23 0432351443 05 11/01/00 0 0419845 O 10/01/30 0 3887541 526/G01 F 188,855.00 ZZ 360 188,773.65 1 505 W MACARTHUR AVE 10.125 1,674.81 107 9.875 1,674.81 176,500.00 SAN PEDRO CA 90731 1 09/01/00 23 0432377562 05 11/01/00 0 0418773 O 10/01/30 0 3887736 526/G01 F 174,000.00 ZZ 360 173,925.06 1 297 E WAYNE PL 10.125 1,543.07 100 9.875 1,543.07 174,000.00 WHEELING IL 60090 1 09/14/00 23 0432378297 05 11/01/00 0 0422607 O 10/01/30 0 3887802 526/G01 F 103,200.00 ZZ 360 103,166.10 1 10542 S PALOS PLACE 42B 11.375 1,012.15 103 11.125 1,012.15 101,000.00 PALOS PARK IL 60465 1 09/12/00 23 0432353340 01 11/01/00 0 0417869 O 10/01/30 0 3888506 U59/G01 F 122,900.00 ZZ 360 122,845.63 1 1613 D STREET NE 10.000 1,078.54 100 9.750 1,078.54 122,900.00 WASHINGTON DC 20002 1 10/20/00 23 0432384568 07 11/20/00 0 800623815 O 10/20/30 0 1 3889097 526/G01 F 289,900.00 ZZ 360 289,649.21 2 22 LYNNWAY 10.125 2,570.90 100 9.875 2,570.90 289,900.00 REVERE MA 02151 1 09/01/00 23 0432353621 05 10/01/00 0 0419380 O 09/01/30 0 3889402 526/G01 F 180,000.00 ZZ 360 179,848.40 1 4107 MORRELL ST 10.250 1,612.98 100 10.000 1,612.98 180,000.00 SAN DIEGO CA 92109 1 08/18/00 23 0432377547 01 10/01/00 0 0417115 O 09/01/30 0 3890835 E22/G01 F 57,000.00 ZZ 360 57,000.00 2 311 30TH AVE. N. 10.000 500.22 95 9.750 500.22 60,000.00 MINNEAPOLIS MN 55412 1 10/16/00 23 0412144925 05 12/01/00 0 0412144925 N 11/01/30 0 3890838 E22/G01 F 176,690.00 ZZ 360 176,690.00 1 215 N. FAIRMONT AVENUE 10.125 1,566.93 106 9.875 1,566.93 167,000.00 LODI CA 95240 1 10/01/00 23 0412155350 05 12/01/00 0 0412155350 O 11/01/30 0 3890849 E22/G01 F 110,000.00 ZZ 360 110,000.00 1 17664 E. LOYOLA DRIVE #D 9.625 934.99 100 9.125 934.99 110,000.00 AURORA CO 80013 1 10/16/00 23 0412168387 09 12/01/00 0 0412168387 O 11/01/30 0 3890858 E22/G01 F 181,900.00 ZZ 360 181,900.00 1 1 807 WEST MUSSER STREET 10.125 1,613.13 107 9.625 1,613.13 170,000.00 CARSON CITY NV 89703 1 10/09/00 23 0412180465 05 12/01/00 0 0412180465 O 11/01/30 0 3890861 E22/G01 F 88,000.00 ZZ 360 88,000.00 1 8144 SUNNYSIDE AVENUE 9.875 764.15 100 9.375 764.15 88,000.00 SAN BERNARDINO CA 92410 1 10/11/00 23 0412181984 05 12/01/00 0 0412181984 O 11/01/30 0 3890862 E22/G01 F 191,000.00 ZZ 360 191,000.00 1 6930 WEST QUARTO PLACE 10.000 1,676.16 100 9.750 1,676.16 191,000.00 LITTLETON CO 80128 1 10/16/00 23 0412184434 05 12/01/00 0 0412184434 O 11/01/30 0 3894213 M43/G01 F 123,550.00 ZZ 360 123,550.00 1 1724 LAKE SHORE CREST UNIT 4 9.125 1,005.25 106 8.875 1,005.25 117,000.00 RESTON VA 20190 1 10/11/00 23 0432358802 01 12/01/00 0 741073452 O 11/01/30 0 3895745 E22/G01 F 354,200.00 ZZ 360 354,200.00 1 15800 ALISA VIEJO COURT 9.875 3,075.69 107 9.625 3,075.69 331,415.00 MORENO VALLEY CA 92555 1 10/10/00 23 0412102154 03 12/01/00 0 0412102154 O 11/01/30 0 3895762 E22/G01 F 138,900.00 ZZ 360 138,900.00 1 7608 PARTRIDGE AVENUE 10.125 1,231.80 100 9.625 1,231.80 138,900.00 LAS VEGAS NV 89128 1 10/05/00 23 0412163172 05 12/01/00 0 1 0412163172 O 11/01/30 0 3895783 E22/G01 F 56,000.00 ZZ 360 56,000.00 2 2106-2108 PARSLEY AVE 11.000 533.30 100 10.750 533.30 56,000.00 PASCAGOULA MS 39567 1 10/17/00 23 0412189631 05 12/01/00 0 0412189631 O 11/01/30 0 3897355 E82/G01 F 47,950.00 ZZ 360 47,950.00 1 917 SWAN STREET 10.125 425.23 95 9.875 425.23 50,500.00 LOUISVILLE KY 40204 1 10/13/00 23 0400329496 05 12/01/00 0 0400329496 N 11/01/30 0 3900377 642/G01 F 265,000.00 ZZ 360 265,000.00 1 1700 N .E . 63RD COURT 10.125 2,350.08 100 9.875 2,350.08 265,000.00 FORT LAUDERDALE FL 33334 1 10/10/00 23 0432353647 05 12/01/00 0 10108500 O 11/01/30 0 3900468 642/G01 F 144,450.00 ZZ 360 144,387.78 1 2459 AVENIDA CATALUNA 10.125 1,281.02 107 9.875 1,281.02 135,000.00 HENDERSON NV 89014 1 09/29/00 23 0432353639 03 11/01/00 0 09186500 O 10/01/30 0 3900717 526/G01 F 293,550.00 ZZ 360 293,420.14 1 230 LINCOLN AVE 10.000 2,576.11 103 9.750 2,576.11 285,000.00 POMONA CA 91767 1 09/06/00 23 0432359727 05 11/01/00 0 0415428 O 10/01/30 0 1 3900994 286/G01 F 157,550.00 ZZ 360 157,485.68 1 1842 LINTON LN 10.375 1,426.47 103 10.125 1,426.47 153,000.00 NEW PORT RICHEY FL 34655 1 09/29/00 23 0432355949 03 11/01/00 0 0000136600 O 10/01/30 0 3902180 526/G01 F 117,950.00 ZZ 360 117,899.19 1 5005 SW 153RD AVE 10.125 1,046.01 104 9.875 1,046.01 113,500.00 BEAVERTON OR 97007 1 09/27/00 23 0432388908 09 11/01/00 0 0422407 O 10/01/30 0 3902290 526/G01 F 165,944.00 ZZ 360 165,872.52 1 6114 NE BROADWAY ST 10.125 1,471.63 104 9.875 1,471.63 160,000.00 PORTLAND OR 97213 1 09/27/00 23 0432373223 05 11/01/00 0 0421648 O 10/01/30 0 3902403 526/G01 F 132,500.00 ZZ 360 132,439.80 1 1218 NW 98TH ST 9.875 1,150.56 100 9.625 1,150.56 132,500.00 VANCOUVER WA 98665 1 09/25/00 23 0432355717 05 11/01/00 0 0423113 O 10/01/30 0 3902623 T24/G01 F 160,750.00 ZZ 360 160,676.97 1 8630 MISSION SAN CARLOS DRIVE 9.875 1,395.87 104 54 9.625 1,395.87 155,000.00 SANTEE CA 92071 1 09/20/00 23 0432391720 01 11/01/00 0 09763588 O 10/01/30 0 3903313 526/G01 F 125,400.00 ZZ 360 125,345.98 1 5343 OAK POINT ROAD 10.125 1,112.08 95 9.875 1,112.08 132,000.00 1 LORAIN OH 44053 1 09/13/00 23 0432357911 05 11/01/00 0 0419822 N 10/01/30 0 3903517 286/G01 F 109,000.00 ZZ 360 108,953.05 1 118 S CONCORD DR 10.125 966.64 100 9.875 966.64 109,000.00 OLATHE KS 66061 1 09/27/00 23 0432359495 05 11/01/00 0 0000176827 O 10/01/30 0 3903619 286/G01 F 67,500.00 ZZ 360 67,500.00 1 463 DOVER ROAD 10.125 598.61 100 9.875 598.61 67,500.00 SPRING TX 77373 1 10/02/00 23 0432359545 05 12/01/00 0 0000174602 O 11/01/30 0 3904765 E22/G01 F 153,200.00 ZZ 360 153,200.00 1 9731 44TH STREET NE 9.750 1,316.22 100 9.500 1,316.22 153,202.00 SAINT MICHAEL MN 55376 1 10/19/00 23 0412110587 05 12/01/00 0 0412110587 O 11/01/30 0 3904767 E22/G01 F 270,150.00 ZZ 360 270,033.64 1 23467 BARONA MESA ROAD 10.125 2,395.75 107 9.875 2,395.75 252,500.00 RAMONA CA 92065 1 09/15/00 23 0412134918 03 11/01/00 0 0412134918 O 10/01/30 0 3904769 E22/G01 F 21,850.00 ZZ 360 21,850.00 1 16 CENTENNIAL STREET 10.125 193.77 95 9.875 193.77 23,000.00 ROCHESTER NY 14611 1 10/19/00 23 0412141228 05 12/01/00 0 0412141228 N 11/01/30 0 1 3904770 E22/G01 F 188,500.00 ZZ 360 188,500.00 1 80 KANIELA STREET 9.750 1,619.51 100 9.250 1,619.51 188,500.00 WAILUKU HI 96793 1 10/05/00 23 0412148645 05 12/01/00 0 0412148645 O 11/01/30 0 3904777 E22/G01 F 149,800.00 ZZ 360 149,800.00 1 115 BEAUMONT LANE 10.250 1,342.36 107 9.750 1,342.36 140,000.00 PALM BEACH GARD FL 33410 1 10/19/00 23 0412166126 03 12/01/00 0 0412166126 O 11/01/30 0 3904786 E22/G01 F 222,000.00 ZZ 360 222,000.00 1 145 SOUTH LOMITA AVENUE 10.125 1,968.75 100 9.875 1,968.75 222,000.00 OJAI CA 93023 1 10/16/00 23 0412181968 05 12/01/00 0 0412181968 O 11/01/30 0 3904787 E22/G01 F 121,653.00 ZZ 360 121,653.00 1 207 SOUTH SAMPSON STREET 9.625 1,034.04 105 9.125 1,034.04 116,000.00 ELLENSBURG WA 98926 1 10/12/00 23 0412184319 05 12/01/00 0 0412184319 O 11/01/30 0 3904788 E22/G01 F 211,350.00 ZZ 360 211,350.00 2 9729 11TH PLACE SE 9.875 1,835.25 95 9.375 1,835.25 222,500.00 EVERETT WA 98205 1 10/12/00 23 0412184657 05 12/01/00 0 0412184657 N 11/01/30 0 3904797 E22/G01 F 201,300.00 ZZ 360 201,300.00 1 1 160 OLD CARRIAGE COURT 11.125 1,936.06 103 10.875 1,936.06 195,825.00 MONROE OH 45050 1 10/19/00 23 0412195810 05 12/01/00 0 0412195810 O 11/01/30 0 3907878 642/G01 F 66,127.00 ZZ 360 66,127.00 1 509 KIRK STREET 9.625 562.07 106 9.375 562.07 62,500.00 NEW IBERIA LA 70560 1 10/16/00 23 0432366037 05 12/01/00 0 09162700 O 11/01/30 0 3907958 E22/G01 F 350,000.00 ZZ 360 350,000.00 1 448 LAUREL AVENUE 9.375 2,911.12 107 9.125 2,911.12 329,000.00 HALF MOON BAY CA 94019 1 10/12/00 23 0412120420 01 12/01/00 0 0412120420 O 11/01/30 0 3907978 E22/G01 F 68,000.00 ZZ 360 68,000.00 1 15667 FAIRMOUNT 10.000 596.75 95 9.750 596.75 71,600.00 DETROIT MI 48205 1 10/18/00 23 0412168502 05 12/01/00 0 0412168502 N 11/01/30 0 3907984 E22/G01 F 86,600.00 ZZ 360 86,600.00 1 2450 N. CHARLES 10.125 767.99 107 9.875 767.99 81,000.00 SAGINAW MI 48602 1 10/18/00 23 0412173072 05 12/01/00 0 0412173072 O 11/01/30 0 3907993 E22/G01 F 150,850.00 T 360 150,850.00 1 560 N BOUNDARY STREET 9.875 1,309.90 107 9.625 1,309.90 141,000.00 WOODLAND PARK CO 80863 1 10/13/00 23 0412181232 05 12/01/00 0 1 0412181232 O 11/01/30 0 3908001 E22/G01 F 133,300.00 ZZ 360 133,300.00 1 3501 21ST AVE SW 12.250 1,396.85 100 11.750 1,396.85 133,333.00 NAPLES FL 34117 1 10/18/00 23 0412188716 05 12/01/00 0 0412188716 O 11/01/30 0 3909221 808/G01 F 259,900.00 ZZ 360 259,900.00 1 3339 MICHAEL DRIVE 10.000 2,280.81 100 9.750 2,280.81 259,900.00 NEWBURY PARK AR CA 91320 1 10/24/00 23 0432381929 05 12/01/00 0 9501922 O 11/01/30 0 3909949 E22/G01 F 146,000.00 ZZ 360 146,000.00 1 2021 WEST 19TH AVENUE 9.750 1,254.37 100 9.500 1,254.37 146,000.00 KENNEWICK WA 99337 1 10/14/00 23 0412138273 05 12/01/00 0 0412138273 O 11/01/30 0 3909957 E22/G01 F 114,900.00 ZZ 360 114,900.00 1 3197 KINGSWOOD DR. 9.750 987.17 100 9.500 987.17 114,900.00 GROVE CITY OH 43123 1 10/20/00 23 0412160988 05 12/01/00 0 0412160988 O 11/01/30 0 3909966 E22/G01 F 294,250.00 ZZ 360 294,250.00 1 34 HALF MOON TRAIL 9.500 2,474.21 107 9.000 2,474.21 275,000.00 LADERA RANCH CA 92694 1 10/18/00 23 0412169492 01 12/01/00 0 0412169492 O 11/01/30 0 1 3909985 E22/G01 F 154,900.00 ZZ 360 154,900.00 1 609 HIGHLAND STREET 9.750 1,330.83 103 9.250 1,330.83 151,500.00 CARSON CITY NV 89703 1 10/17/00 23 0412192833 05 12/01/00 0 0412192833 O 11/01/30 0 3909987 E22/G01 F 118,750.00 ZZ 360 118,750.00 1 502 E. REDWOOD DRIVE 10.000 1,042.12 95 9.750 1,042.12 125,000.00 LAKE PARK FL 33403 1 10/20/00 23 0412195265 05 12/01/00 0 0412195265 N 11/01/30 0 3909992 E22/G01 F 176,500.00 ZZ 360 176,500.00 1 6 WOODRUFF LAKE WAY 10.000 1,548.91 100 9.750 1,548.91 176,500.00 SIMPSONVILLE SC 29681 1 10/20/00 23 0412200982 03 12/01/00 0 0412200982 O 11/01/30 0 3912030 526/G01 F 153,900.00 ZZ 360 153,830.08 1 41 ARTHUR STREET 9.875 1,336.39 95 9.625 1,336.39 162,000.00 BRENTWOOD NY 11717 1 09/28/00 23 0432378263 05 11/01/00 0 0421048 N 10/01/30 0 3914176 286/G01 F 230,000.00 ZZ 360 229,895.50 1 4404 SUNNYBROOK DR 9.875 1,997.21 100 9.625 1,997.21 230,000.00 NASHVILLE TN 37205 2 09/29/00 23 0432373090 05 11/01/00 0 094121 O 10/01/30 0 3915069 E22/G01 F 50,800.00 ZZ 360 50,800.00 1 3808 OAK DRIVE NORTH UNIT 21 9.750 436.45 107 9.500 436.45 47,500.00 1 TAMPA FL 33611 1 10/23/00 23 0412172348 01 12/01/00 0 0412172348 O 11/01/30 0 3915072 E22/G01 F 45,050.00 ZZ 360 45,050.00 1 1910 ROLANDO DRIVE 10.000 395.35 95 9.750 395.35 47,425.00 GARLAND TX 75040 1 10/23/00 23 0412175002 05 12/01/00 0 0412175002 N 11/01/30 0 3915089 E22/G01 F 49,100.00 ZZ 360 49,100.00 1 5233 NE 18 AVE 10.000 430.89 107 9.500 430.89 45,925.00 POMPANO BEACH FL 33064 1 10/20/00 23 0412188344 05 12/01/00 0 0412188344 O 11/01/30 0 3915093 E22/G01 F 84,000.00 ZZ 360 84,000.00 1 700 STARKEY RD UNIT 1526 9.875 729.41 100 9.625 729.41 84,000.00 LARGO FL 33771 1 10/23/00 23 0412189995 01 12/01/00 0 0412189995 O 11/01/30 0 3915096 E22/G01 F 109,300.00 ZZ 360 109,300.00 1 15689 CHARLES COURT 10.000 959.19 106 9.750 959.19 104,000.00 GRAND HAVEN MI 49417 1 10/23/00 23 0412190431 05 12/01/00 0 0412190431 O 11/01/30 0 3915110 E22/G01 F 293,850.00 ZZ 360 293,850.00 1 20373 NORTH 96TH WAY 9.875 2,551.64 100 9.625 2,551.64 293,882.00 SCOTTSDALE AZ 85255 1 10/20/00 23 0412199531 03 12/01/00 0 0412199531 O 11/01/30 0 1 3915390 P23/G01 F 66,340.00 ZZ 360 66,340.00 1 308 MILLER AVENUE 10.490 606.34 107 10.240 606.34 62,000.00 DUQUESNE PA 15110 2 10/18/00 23 0432380632 05 12/01/00 0 WTL000000943 O 11/01/30 0 3918182 964/G01 F 172,525.00 ZZ 360 172,525.00 1 4617 TENNESEE WALKER AVENUE 9.500 1,450.68 103 9.250 1,450.68 167,500.00 NORTH LAS VEGAS NV 89031 1 10/25/00 23 0432388247 05 12/01/00 0 91476 O 11/01/30 0 3919870 286/G01 F 115,350.00 ZZ 360 115,297.58 1 6002 ARBOLES DRIVE 9.875 1,001.65 105 9.625 1,001.65 110,000.00 HOUSTON TX 77035 1 10/02/00 23 0432366177 05 11/01/00 0 0000174558 O 10/01/30 0 3920366 286/G01 F 154,500.00 ZZ 360 154,500.00 1 1965 HAWTHORNE RD 10.250 1,384.48 103 10.000 1,384.48 150,000.00 YORK PA 17402 1 10/12/00 23 0432373876 05 12/01/00 0 0000131253 O 11/01/30 0 3921367 E22/G01 F 144,500.00 ZZ 360 144,500.00 1 226 NORTH SOLDANO AVENUE 10.000 1,268.09 97 9.500 1,268.09 149,000.00 AZUSA CA 91702 1 10/09/00 23 0412025777 05 12/01/00 0 0412025777 O 11/01/30 0 3921370 E22/G01 F 250,800.00 ZZ 360 250,800.00 1 1 5010 HOLLOW RIDGE COURT 9.750 2,154.76 105 9.250 2,154.76 240,000.00 ANTIOCH CA 94509 1 10/08/00 23 0412111478 05 12/01/00 0 0412111478 O 11/01/30 0 3921373 E22/G01 F 71,250.00 ZZ 360 71,250.00 2 5316-5318 N DIVISION STREET 10.000 625.27 95 9.750 625.27 75,000.00 DAVENPORT IA 52806 1 10/02/00 23 0412138554 05 12/01/00 0 0412138554 N 11/01/30 0 3921378 E22/G01 F 49,400.00 ZZ 360 49,400.00 1 12873 SHERMAN 10.125 438.09 95 9.875 438.09 52,000.00 WARREN MI 48090 1 10/24/00 23 0412155889 05 12/01/00 0 0412155889 N 11/01/30 0 3921389 E22/G01 F 232,500.00 ZZ 360 232,500.00 1 510 GREENBANK AVENUE 9.750 1,997.53 104 9.250 1,997.53 224,500.00 DUARTE CA 91010 1 10/11/00 23 0412178022 05 12/01/00 0 0412178022 O 11/01/30 0 3921397 E22/G01 F 56,900.00 ZZ 360 56,900.00 1 1010 E HICKORY STREET 10.000 499.34 95 9.500 499.34 59,900.00 DENTON TX 76205 1 10/24/00 23 0412186298 05 12/01/00 0 0412186298 N 11/01/30 0 3922946 K15/G01 F 97,800.00 ZZ 360 97,800.00 1 1643 HAVANNA AVENUE S.W. 11.000 931.37 103 10.750 931.37 95,000.00 WYOMING MI 49509 5 10/25/00 23 0432384857 05 12/01/00 0 1 035905301720 O 11/01/30 0 3923206 M43/G01 F 143,700.00 ZZ 360 143,700.00 1 12103 PURPLE SAGE COURT 9.250 1,182.19 105 9.000 1,182.19 137,500.00 RESTON VA 20194 1 10/18/00 23 0432373108 09 12/01/00 0 724953158 O 11/01/30 0 3923286 N67/G01 F 108,200.00 ZZ 360 108,200.00 1 2275 EAST 2900 NORTH 10.125 959.54 100 9.875 959.54 108,200.00 LAYTON UT 84040 1 10/04/00 23 0432385599 05 12/01/00 0 1160002373 O 11/01/30 0 3925865 E22/G01 F 97,033.00 ZZ 360 97,033.00 1 8020 WALERGA ROAD UNIT 1044 9.750 833.66 104 9.250 833.66 93,500.00 ANTELOPE CA 95843 1 10/19/00 23 0412139206 01 12/01/00 0 0412139206 O 11/01/30 0 3925870 E22/G01 F 300,000.00 ZZ 360 300,000.00 1 6725 XANA WAY 9.875 2,605.05 104 9.625 2,605.05 290,000.00 CARLSBAD CA 92009 1 10/11/00 23 0412153199 03 12/01/00 0 0412153199 O 11/01/30 0 3925875 E22/G01 F 187,250.00 ZZ 360 187,250.00 1 7401 HALLIDAY AVENUE 10.125 1,660.58 107 9.625 1,660.58 175,000.00 OAKLAND CA 94605 1 10/05/00 23 0412157489 05 12/01/00 0 0412157489 O 11/01/30 0 1 3925894 E22/G01 F 113,000.00 ZZ 360 113,000.00 1 526 JAMES P BRAWLEY DRIVE 11.125 1,086.81 100 10.875 1,086.81 113,000.00 ATLANTA GA 30318 1 10/16/00 23 0412181661 05 12/01/00 0 0412181661 O 11/01/30 0 3925897 E22/G01 F 75,400.00 ZZ 360 75,400.00 1 5031 59TH STREET 9.875 654.73 107 9.375 654.73 70,500.00 SACRAMENTO CA 95820 1 10/20/00 23 0412183063 05 12/01/00 0 0412183063 O 11/01/30 0 3925899 E22/G01 F 232,900.00 ZZ 360 232,900.00 1 2110 WEST AVALON AVENUE 9.625 1,979.63 98 9.125 1,979.63 239,900.00 SANTA ANA CA 92706 1 10/18/00 23 0412184152 05 12/01/00 0 0412184152 O 11/01/30 0 3925912 E22/G01 F 80,500.00 ZZ 360 80,500.00 1 120 SOUTH WILSON STREET 9.625 684.24 100 9.125 684.24 80,500.00 WENATCHEE WA 98801 1 10/20/00 23 0412193807 05 12/01/00 0 0412193807 O 11/01/30 0 3925915 E22/G01 F 97,850.00 ZZ 360 97,850.00 1 9441 LIVE OAK PLACE UNIT 111 12.500 1,044.31 103 12.250 1,044.31 95,000.00 FT LAUDERDALE FL 33324 1 10/25/00 23 0412197667 01 12/01/00 0 0412197667 O 11/01/30 0 3925918 E22/G01 F 95,650.00 ZZ 360 95,650.00 1 756 SOUTH QUARTERLINE ROAD 9.875 830.58 107 9.625 830.58 89,400.00 1 MUSKEGON MI 49442 1 10/25/00 23 0412202160 05 12/01/00 0 0412202160 O 11/01/30 0 3925922 E22/G01 F 85,450.00 ZZ 360 85,450.00 1 613 W. DIVISION 13.000 945.25 103 12.500 945.25 83,000.00 GRAND ISLAND NE 68801 1 10/25/00 23 0412207599 05 12/01/00 0 0412207599 O 11/01/30 0 3928782 286/G01 F 90,843.00 ZZ 360 90,843.00 1 1 CINNAMON DRIVE 9.750 780.49 107 9.500 780.49 84,900.00 LUMBERTON NJ 08061 1 10/16/00 23 0432389179 09 12/01/00 0 0000166220 O 11/01/30 0 3928975 286/G01 F 126,900.00 ZZ 360 126,900.00 1 628 WHARTON ST 9.250 1,043.98 100 9.000 1,043.98 126,900.00 PHILADELPHIA PA 19147 1 10/16/00 23 0432389021 05 12/01/00 0 0000130072 O 11/01/30 0 3929728 685/G01 F 213,800.00 ZZ 360 213,800.00 1 6592 SAN HUGO WAY 9.375 1,778.28 105 9.125 1,778.28 205,000.00 BUENA PARK CA 90620 1 10/16/00 23 0432389039 05 12/01/00 0 123878 O 11/01/30 0 3930480 E22/G01 F 332,100.00 ZZ 360 332,100.00 1 32 DANBURY 9.625 2,822.81 107 9.375 2,822.81 310,416.00 LADERA RANCH CA 92694 1 10/10/00 23 0412064594 05 12/01/00 0 0412064594 O 11/01/30 0 1 3930486 E22/G01 F 100,000.00 ZZ 360 100,000.00 1 15051 WEST 18TH PL 10.000 877.57 100 9.500 877.57 100,000.00 SAND SPRINGS OK 74063 1 10/26/00 23 0412162521 05 12/01/00 0 0412162521 O 11/01/30 0 3930497 E22/G01 F 400,000.00 ZZ 360 400,000.00 1 710 DEL MAR AVENUE 10.250 3,584.41 107 9.750 3,584.41 374,888.00 LIVERMORE CA 94550 1 10/08/00 23 0412180473 05 12/01/00 0 0412180473 O 11/01/30 0 3930498 E22/G01 F 58,300.00 ZZ 360 58,300.00 1 220 SAMUEL BLVD, #2 10.000 511.62 107 9.500 511.62 54,500.00 COPPELL TX 75019 1 10/26/00 23 0412180614 01 12/01/00 0 0412180614 O 11/01/30 0 3930506 E22/G01 F 255,000.00 ZZ 360 255,000.00 1 573 GROTH DRIVE 10.125 2,261.40 100 9.625 2,261.40 255,000.00 SAN JOSE CA 95111 1 10/10/00 23 0412186355 01 12/01/00 0 0412186355 O 11/01/30 0 3930515 E22/G01 F 98,800.00 ZZ 360 98,800.00 1 515 AQUA DRIVE 10.000 867.04 95 9.750 867.04 104,000.00 DALLAS TX 75218 1 10/26/00 23 0412197063 05 12/01/00 0 0412197063 N 11/01/30 0 3930523 E22/G01 F 218,000.00 ZZ 360 218,000.00 1 1 17407 ENADIA WAY 9.875 1,893.00 100 9.625 1,893.00 218,000.00 VAN NUYS CA 91406 1 10/23/00 23 0412203937 05 12/01/00 0 0412203937 O 11/01/30 0 3931437 U05/G01 F 97,250.00 ZZ 360 97,199.59 1 535 HAVEN STREET 9.250 800.05 107 9.000 800.05 91,000.00 MEDFORD OR 97501 1 09/22/00 23 0432383123 05 11/01/00 0 3063992 O 10/01/30 0 3931622 K15/G01 F 190,055.00 ZZ 360 189,968.65 1 10490 TRACEWOOD CIRCLE 9.875 1,650.34 100 9.625 1,650.34 190,055.00 HIGHLANDS RANCH CO 80126 1 09/21/00 23 0432389740 05 11/01/00 0 3070752 O 10/01/30 0 3931770 948/G01 F 59,850.00 ZZ 360 59,850.00 1 1510 27TH AVENUE NORTH 10.000 525.23 95 9.750 525.23 63,000.00 MINNEAPOLIS MN 55411 1 10/13/00 23 0432389328 05 12/01/00 0 54507 O 11/01/30 0 3932731 948/G01 F 177,500.00 ZZ 360 177,500.00 1 15742 WEST LOCUST STREET 9.990 1,556.38 100 9.740 1,556.38 177,500.00 OLATHE KS 66062 1 10/20/00 23 0432389971 05 12/01/00 0 54166 O 11/01/30 0 3933298 E82/G01 F 188,400.00 ZZ 360 188,400.00 1 7007 ALMERIA AVENUE 9.500 1,584.17 100 9.250 1,584.17 188,415.00 FONTANA CA 92336 1 10/24/00 31 0400322616 05 12/01/00 0 1 0400322616 O 11/01/30 0 3933302 E82/G01 F 66,000.00 ZZ 360 66,000.00 1 130 CYPRESS WAY EAST, UNIT 102 10.000 579.20 100 9.750 579.20 66,000.00 NAPLES FL 34110 1 10/24/00 31 0400331716 01 12/01/00 0 0400331716 O 11/01/30 0 3934926 E22/G01 F 199,900.00 ZZ 360 199,900.00 1 4 DANIEL DRIVE 9.875 1,735.83 107 9.625 1,735.83 186,844.00 AMERICAN CANYON CA 94589 1 10/18/00 23 0412061756 05 12/01/00 0 0412061756 O 11/01/30 0 3934932 E22/G01 F 151,200.00 ZZ 360 151,200.00 1 510 NORTH MARYLAND AVENUE #308 9.625 1,285.18 100 9.125 1,285.18 151,200.00 GLENDALE CA 91206 1 10/13/00 23 0412143885 01 12/01/00 0 0412143885 O 11/01/30 0 3934958 E22/G01 F 195,000.00 ZZ 360 195,000.00 1 3231 GLENWOOD CIRCLE 12.875 2,138.05 100 12.625 2,138.05 195,000.00 HOLIDAY FL 34691 1 10/27/00 23 0412181752 03 12/01/00 0 0412181752 O 11/01/30 0 3934971 E22/G01 F 207,300.00 ZZ 360 207,300.00 1 204 WOODLAND DRIVE 10.000 1,819.21 103 9.750 1,819.21 202,000.00 SUMMERVILLE SC 29485 1 10/27/00 23 0412189920 05 12/01/00 0 0412189920 O 11/01/30 0 1 3934975 E22/G01 F 110,700.00 ZZ 360 110,700.00 1 15153 BURBANK BOULEVARD # 9.625 940.94 100 9.375 940.94 110,700.00 VAN NUYS CA 91411 1 10/26/00 23 0412191587 01 12/01/00 0 0412191587 O 11/01/30 0 3934977 E22/G01 F 122,000.00 ZZ 360 122,000.00 1 1264 MIDLAKE AVE 10.000 1,070.64 100 9.750 1,070.64 122,000.00 KANNAPOLIS NC 28083 1 10/27/00 23 0412193815 05 12/01/00 0 0412193815 O 11/01/30 0 3934978 E22/G01 F 137,000.00 ZZ 360 137,000.00 1 508 SOUTH FRANKLIN AVENUE 9.750 1,177.04 100 9.250 1,177.04 137,000.00 WENATCHEE WA 98801 1 10/23/00 23 0412193997 05 12/01/00 0 0412193997 O 11/01/30 0 3934983 E22/G01 F 261,700.00 ZZ 360 261,700.00 1 31 COULT LANE 10.750 2,442.92 103 10.500 2,442.92 255,000.00 OLD LYME CT 06371 1 10/27/00 23 0412195836 05 12/01/00 0 0412195836 O 11/01/30 0 3934986 E22/G01 F 222,500.00 ZZ 360 222,500.00 1 8629 MYRTLE ROAD 10.000 1,952.60 100 9.750 1,952.60 222,500.00 STANWOOD WA 98292 1 10/20/00 23 0412200479 03 12/01/00 0 0412200479 O 11/01/30 0 3934996 E22/G01 F 252,000.00 ZZ 360 252,000.00 1 1871 SOUTH KAY DRIVE 9.500 2,118.95 100 9.250 2,118.95 254,000.00 1 KAYSVILLE UT 84037 1 10/25/00 23 0412204877 05 12/01/00 0 0412204877 O 11/01/30 0 3935114 642/G01 F 122,000.00 ZZ 360 122,000.00 1 861 46TH AVENUE 10.125 1,081.92 100 9.875 1,081.92 122,000.00 VERO BEACH FL 32966 1 10/20/00 23 0432388635 05 12/01/00 0 10128600 O 11/01/30 0 3936818 286/G01 F 123,400.00 ZZ 360 123,400.00 1 8558 APPLE RD 9.000 992.91 99 8.750 992.91 125,000.00 SARCOXIE MO 64862 5 10/13/00 23 0432389880 05 12/01/00 0 000133602 O 11/01/30 0 3937082 286/G01 F 181,250.00 ZZ 360 181,250.00 1 9586 GARLAND COURT 9.875 1,573.89 103 9.625 1,573.89 176,000.00 WESTMINSTER CO 80021 1 10/20/00 23 0432389864 05 12/01/00 0 0000095524 O 11/01/30 0 3939752 E22/G01 F 184,000.00 ZZ 360 184,000.00 1 8232 1ST STREET SE 9.875 1,597.76 107 9.625 1,597.76 172,000.00 EVERETT WA 98205 1 10/27/00 23 0412128365 03 12/01/00 0 0412128365 O 11/01/30 0 3939754 E22/G01 F 229,100.00 ZZ 360 229,100.00 1 2183 BIG PINE AVENUE 10.125 2,031.71 100 9.875 2,031.71 229,100.00 SOUTH LAKE TAHO CA 96150 1 10/12/00 23 0412133704 05 12/01/00 0 0412133704 O 11/01/30 0 1 3939761 E22/G01 F 67,000.00 ZZ 360 67,000.00 1 2135 SOUTH KIHEI ROAD UNIT 210 9.500 563.37 100 9.000 563.37 67,000.00 KIHEI HI 96753 1 10/19/00 23 0412167389 01 12/01/00 0 0412167389 O 11/01/30 0 3939813 E22/G01 F 242,400.00 ZZ 360 242,400.00 1 1723 SOUTH VILLA WAY 9.375 2,016.16 106 9.125 2,016.16 230,000.00 WALNUT CREEK CA 94595 1 10/25/00 23 0412195331 01 12/01/00 0 0412195331 O 11/01/30 0 3939822 E22/G01 F 251,350.00 ZZ 360 251,350.00 1 2668 GAINES COURT 9.875 2,182.59 107 9.375 2,182.59 234,949.00 TRACY CA 95377 1 10/26/00 23 0412198228 05 12/01/00 0 0412198228 O 11/01/30 0 3940301 U05/G01 F 60,000.00 ZZ 360 59,974.16 1 239 NORWOOD DRIVE 10.125 532.09 100 9.875 532.09 60,000.00 GRANITE SHOALS TX 78654 1 09/28/00 23 0432389914 05 11/01/00 0 3068627 O 10/01/30 0 3946902 U05/G01 F 101,000.00 ZZ 360 101,000.00 1 2121 NORTH RECKER ROAD 9.750 867.75 100 9.500 867.75 101,000.00 MESA AZ 85215 1 10/03/00 23 0432383693 09 12/01/00 0 3072690 O 11/01/30 0 3948287 526/G01 F 161,700.00 ZZ 360 161,471.84 1 1 53 EAST HORSESHOE AVENUE 9.750 1,389.25 103 9.500 1,389.25 158,000.00 GILBERT AZ 85296 1 07/14/00 23 0432384600 03 09/01/00 0 3100046 O 08/01/30 0 3949546 642/G01 F 155,150.00 ZZ 360 155,150.00 1 14106 NUBIA STREET 9.625 1,318.76 107 9.375 1,318.76 145,000.00 BALDWIN PARK CA 91706 1 10/24/00 23 0432388783 05 12/01/00 0 10166300 O 11/01/30 0 TOTAL NUMBER OF LOANS : 1,188 TOTAL ORIGINAL BALANCE : 175,202,906.00 TOTAL PRINCIPAL BALANCE : 175,000,109.69 TOTAL ORIGINAL P+I : 1,576,935.86 TOTAL CURRENT P+I : 1,576,935.86 *************************** * END OF REPORT * *************************** EXHIBIT G FORMS OF REQUEST FOR RELEASE DATE: TO: RE: REQUEST FOR RELEASE OF DOCUMENTS In connection with the administration of the pool of Mortgage Loans held by you for the referenced pool, we request the release of the Mortgage Loan File described below. Pooling and Servicing Agreement Dated: Series#: Account#: Pool#: Loan#: Borrower Name(s): Reason for Document Request: (circle one) Mortgage Loan Prepaid in Full Mortgage Loan Repurchased "We hereby certify that such release will not invalidate any insurance coverage provided in respect of the Mortgage Loan pursuant to the Pooling and Servicing Agreement." --------------------------- Residential Funding Corporation Authorized Signature ****************************************************************************** TO CUSTODIAN/TRUSTEE: Please acknowledge this request, and check off documents being enclosed with a copy of this form. You should retain this form for your files in accordance with the terms of the Pooling and Servicing Agreement. Enclosed Documents: [] Promissory Note [] Primary Insurance Policy [] Mortgage or Deed of Trust [] Assignment(s) of Mortgage or Deed of Trust [] Title Insurance Policy [] Other: ------------------------ -------------------- -------------------- Name Date -------------------- Title G-1 EXHIBIT H-1 FORM OF TRANSFER AFFIDAVIT AND AGREEMENT STATE OF ) ) :ss. COUNTY OF ) [NAME OF OFFICER], being first duly sworn, deposes and says: 1. That he/she is a Director of _________________ (record or beneficial owner of the Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2, Class R-I and Class R-II (together, the "Class R Certificates"), (the "Owner"), a corporation duly organized and existing under the laws of the State of Delaware, on behalf of which he/she makes this affidavit and agreement. 2. That the Owner (i) is not and will not be, as of November 22, 2000, a "disqualified organization" within the meaning of Section 860E(e)(5) of the Internal Revenue Code of 1986, as amended (the "Code") or an "electing large partnership" within the meaning of Section 775 of the Code, (ii) will endeavor to remain other than a disqualified organization and an electing large partnership for so long as it retains its ownership in the Class R Certificates, and (iii) is acquiring the Class R Certificates for its own account or for the account of another Owner from which it has received an affidavit and agreement in substantially the same form as this affidavit and agreement. (For this purpose, a "disqualified organization" means the United States, any state or political subdivision thereof, any agency or instrumentality of any of the foregoing (other than an instrumentality all of the activities of which are subject to tax and, except for the Federal Home Loan Mortgage Corporation, a majority of whose board of directors is not selected by any such governmental entity) or any foreign government, international organization or any agency or instrumentality of such foreign government or organization, any rural electric or telephone cooperative, or any organization (other than certain farmers' cooperatives) that is generally exempt from federal income tax unless such organization is subject to the tax on unrelated business taxable income). 3. That the Owner is aware (i) of the tax that would be imposed on transfers of Class R Certificates to disqualified organizations under the Code, that applies to all transfers of Class R Certificates after March 31, 1988; (ii) that such tax would be on the transferor, or, if such transfer is through an agent (which person includes a broker, nominee or middleman) for a disqualified organization, on the agent; (iii) that the person otherwise liable for the tax shall be relieved of liability for the tax if the transferee furnishes to such person an affidavit that the transferee is not a disqualified organization and, at the time of transfer, such person does not have actual knowledge that the affidavit is false; and (iv) that the Class R Certificates may be "noneconomic residual interests" within the meaning of Treasury regulations promulgated pursuant to the Code and that the transferor of a noneconomic residual interest will remain liable for any taxes due with respect to the income on such residual interest, unless no significant purpose of the transfer was to impede the assessment or collection of tax. H-1-1 4. That the Owner is aware of the tax imposed on a "pass-through entity" holding Class R Certificates if at any time during the taxable year of the pass-through entity a disqualified organization is the record holder of an interest in such entity. (For this purpose, a "pass through entity" includes a regulated investment company, a real estate investment trust or common trust fund, a partnership, trust or estate, and certain cooperatives.) 5. That the Owner is aware that the Trustee will not register the transfer of any Class R Certificates unless the transferee, or the transferee's agent, delivers to it an affidavit and agreement, among other things, in substantially the same form as this affidavit and agreement. The Owner expressly agrees that it will not consummate any such transfer if it knows or believes that any of the representations contained in such affidavit and agreement are false. 6. That the Owner has reviewed the restrictions set forth on the face of the Class R Certificates and the provisions of Section 5.02(g) of the Pooling and Servicing Agreement under which the Class R Certificates were issued (in particular, clause (iii)(A) and (iii)(B) of Section 5.02(g) which authorize the Trustee to deliver payments to a person other than the Owner and negotiate a mandatory sale by the Trustee in the event the Owner holds such Certificates in violation of Section 5.02(g)). The Owner expressly agrees to be bound by and to comply with such restrictions and provisions. 7. That the Owner consents to any additional restrictions or arrangements that shall be deemed necessary upon advice of counsel to constitute a reasonable arrangement to ensure that the Residual Certificates will only be owned, directly or indirectly, by an Owner that is not a disqualified organization. 8. The Owner's Taxpayer Identification Number is ______________. 9. This affidavit and agreement relates only to the Class R Certificates held by the Owner and not to any other holder of the Class R Certificates. The Owner understands that the liabilities described herein relate only to the Class R Certificates. 10. That no purpose of the Owner relating to the transfer of any of the Class R Certificates by the Owner is or will be to impede the assessment or collection of any tax. 11. That the Owner has no present knowledge or expectation that it will be unable to pay any United States taxes owed by it so long as any of the Certificates remain outstanding. In this regard, the Owner hereby represents to and for the benefit of the person from whom it acquired the Class R Certificates that the Owner intends to pay taxes associated with holding such Class R Certificates as they become due, fully understanding that it may incur tax liabilities in excess of any cash flows generated by the Class R Certificates. 12. That the Owner has no present knowledge or expectation that it will become insolvent or subject to a bankruptcy proceeding for so long as any of the Class R Certificates remain outstanding. H-1-2 13. The Owner is a citizen or resident of the United States, a corporation, partnership (including an entity treated as a corporation or partnership for federal income tax purposes) or other entity created or organized in, or under the laws of, the United States or any political subdivision thereof (except, in the case of a partnership, to the extent provided in regulations), provided that with respect to any partnership or other entity treated as a partnership for United States federal income tax purposes, all persons that own an interest in such partnership either directly or through any entity that is not a corporation for United States federal income tax purposes are required by the applicable operative agreement to be United States Persons, an estate or trust whose income from sources without the United States is includable in gross income for United States federal income tax purposes regardless of its connection with the conduct of a trade or business within the United States, or a trust other than a "foreign trust" as defined in Section 7701(a)(31) of the Code; 14. The Purchaser hereby certifies, represents and warrants to, and covenants with the Depositor, the Trustee and the Master Servicer that the following statements in (a) or (b) are accurate: (a) The Certificates (i) are not being acquired by, and will not be transferred to, any employee benefit plan within the meaning of section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") or other retirement arrangement, including individual retirement accounts and annuities, Keogh plans and bank collective investment funds and insurance company general or separate accounts in which such plans, accounts or arrangements are invested, that is subject to Section 406 of ERISA or Section 4975 of the Internal Revenue Code of 1986 (the "Code") (any of the foregoing, a "Plan"), (ii) are not being acquired with "plan assets" of a Plan within the meaning of the Department of Labor ("DOL") regulation, 29 C.F.R. ss. 2510.3-101 or otherwise under ERISA, and (iii) will not be transferred to any entity that is deemed to be investing in plan assets within the meaning of the DOL regulation, 29 C.F.R. ss. 2510.3-101 or otherwise under ERISA; or (b) The Owner will provide the Trustee, the Depositor and the Master Servicer with an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee, the Depositor and the Master Servicer to the effect that the purchase of Certificates is permissible under applicable law, will not constitute or result in any non-exempt prohibited transaction under ERISA or Section 4975 of the Code and will not subject the Trustee, the Depositor or the Master Servicer to any obligation or liability (including obligations or liabilities under ERISA or Section 4975 of the Code) in addition to those undertaken in the Pooling and Servicing Agreement. In addition, the Owner hereby certifies, represents and warrants to, and covenants with, the Depositor, the Trustee and the Master Servicer that the Owner will not transfer such Certificates to any Plan or person unless either such Plan or person meets the requirements set forth in either (a) or (b) above. Capitalized terms used but not defined herein shall have the meanings assigned in the Pooling and Servicing Agreement. H-1-3 IN WITNESS WHEREOF, the Owner has caused this instrument to be executed on its behalf, pursuant to the authority of its Board of Directors, by a [Title of Officer] and its corporate seal to be hereunto attached, attested by a [Assistant] Secretary, this _____ day of _________, 20___. [NAME OF OWNER] By:_________________________ Name: [Name of Officer] Title: [Title of Officer] [Corporate Seal] ATTEST: [Assistant] Secretary Personally appeared before me the above-named [Name of Officer], known or proven to me to be the same person who executed the foregoing instrument and to be a [Title of Officer] of the Owner, 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 Owner. Subscribed and sworn before me this ______ day of _________, 20___. NOTARY PUBLIC COUNTY OF STATE OF My Commission expires the _____ day of ____________, 19____. EXHIBIT H-2 FORM OF TRANSFEROR CERTIFICATE ---------------, ----- Residential Asset Mortgage Products, Inc. 8400 Normandale Lake Boulevard Minneapolis, Minnesota 55437 The Chase Manhattan Bank 450 West 33rd Street New York, New York 10001 Re: Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2, Class R-I and Class R-II ----------------------------------------- Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by ________________ (the "Seller") to _______________________ (the "Purchaser") of $ ___________ Initial Certificate Principal Balance of Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2, Class R-I and Class R-II (the "Class R Certificates"), pursuant to Section 5.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated as of November 1, 2000, among Residential Asset Mortgage Products, Inc., as depositor (the "Depositor"), Residential Funding Corporation, as master servicer and The Chase Manhattan Bank, as trustee (the "Trustee"). All terms used herein and not otherwise defined shall have the meanings set forth in the Pooling and Servicing Agreement. The Seller hereby certifies, represents and warrants to, and covenants with, the Depositor and the Trustee that: 1. No purpose of the Seller relating to the transfer of the Certificate by the Seller to the Purchaser is or will be to impede the assessment or collection of any tax. 2. The Seller understands that the Purchaser has delivered to the Trustee and the Master Servicer a transfer affidavit and agreement in the form attached to the Pooling and Servicing Agreement as Exhibit H-1. The Seller does not know or believe that any representation contained therein is false. 3. The Seller has at the time of the transfer conducted a reasonable investigation of the financial condition of the Purchaser as contemplated by Treasury Regulations Section 1.860E- 1(c)(4)(i) and, as a result of that investigation, the Seller has determined that the Purchaser has historically paid its debts as they become due and has found no significant evidence to indicate that the Purchaser will not continue to pay its debts as they become due in the future. The Seller understands that the transfer of a Class R Certificate may not be respected for United States income tax purposes (and the Seller may continue to be liable for United States income taxes associated therewith) unless the Seller has conducted such an investigation. H-2-1 4. The Seller has no actual knowledge that the proposed Transferee is not both a United States Person and a Permitted Transferee. Very truly yours, (Seller) By: Name: Title: H-2-2 EXHIBIT I FORM OF INVESTOR REPRESENTATION LETTER -------------------, ------ Residential Asset Mortgage Products, Inc. 8400 Normandale Lake Boulevard Minneapolis, Minnesota 55437 The Chase Manhattan Bank 450 West 33rd Street New York, New York 10001 Re: Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2, [Class R-I and R-II] [Class SB] Ladies and Gentlemen: _________________ (the "Purchaser") intends to purchase from ______________ (the "Seller") $___________ Initial Certificate Principal Balance of Mortgage Asset-Backed Pass- Through Certificates, Series 2000-RZ2, [Class R-I and R-II][Class SB] (the "Certificates"), issued pursuant to the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated as of November 1, 2000 among Residential Asset Mortgage Products, Inc., as seller (the "Depositor"), Residential Funding Corporation, as master servicer and The Chase Manhattan Bank, as trustee (the "Trustee"). All terms used herein and not otherwise defined shall have the meanings set forth in the Pooling and Servicing Agreement. The Purchaser hereby certifies, represents and warrants to, and covenants with, the Depositor and the Trustee that: 1. The Purchaser understands that (a) the Certificates have not been and will not be registered or qualified under the Securities Act of 1933, as amended (the "Act") or any state securities law, (b) the Depositor is not required to so register or qualify the Certificates, (c) the Certificates may be resold only if registered and qualified pursuant to the provisions of the Act or any state securities law, or if an exemption from such registration and qualification is available, (d) the Pooling and Servicing Agreement contains restrictions regarding the transfer of the Certificates and (e) the Certificates will bear a legend to the foregoing effect. 2. The Purchaser is acquiring the Certificates for its own account for investment only and not with a view to or for sale in connection with any distribution thereof in any manner that would violate the Act or any applicable state securities laws. I-1 3. The Purchaser is (a) a substantial, sophisticated [institutional] investor having such knowledge and experience in financial and business matters, and, in particular, in such matters related to securities similar to the Certificates, such that it is capable of evaluating the merits and risks of investment in the Certificates, (b) able to bear the economic risks of such an investment and (c) an "accredited investor" within the meaning of Rule 501(a) promulgated pursuant to the Act. 4. The Purchaser has been furnished with, and has had an opportunity to review (a) [a copy of the Private Placement Memorandum, dated ________________, ____, relating to the Certificates (b)] a copy of the Pooling and Servicing Agreement and [b] [c] such other information concerning the Certificates, the Mortgage Loans and the Depositor as has been requested by the Purchaser from the Depositor or the Seller and is relevant to the Purchaser's decision to purchase the Certificates. The Purchaser has had any questions arising from such review answered by the Depositor or the Seller to the satisfaction of the Purchaser. [If the Purchaser did not purchase the Certificates from the Seller in connection with the initial distribution of the Certificates and was provided with a copy of the Private Placement Memorandum (the "Memorandum") relating to the original sale (the "Original Sale") of the Certificates by the Depositor, the Purchaser acknowledges that such Memorandum was provided to it by the Seller, that the Memorandum was prepared by the Depositor solely for use in connection with the Original Sale and the Depositor did not participate in or facilitate in any way the purchase of the Certificates by the Purchaser from the Seller, and the Purchaser agrees that it will look solely to the Seller and not to the Depositor with respect to any damage, liability, claim or expense arising out of, resulting from or in connection with (a) error or omission, or alleged error or omission, contained in the Memorandum, or (b) any information, development or event arising after the date of the Memorandum.] 5. The Purchaser has not and will not nor has it authorized or will it authorize any person to (a) offer, pledge, sell, dispose of or otherwise transfer any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) solicit any offer to buy or to accept a pledge, disposition of other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) otherwise approach or negotiate with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) make any general solicitation by means of general advertising or in any other manner or (e) take any other action, that (as to any of (a) through (e) above) would constitute a distribution of any Certificate under the Act, that would render the disposition of any Certificate a violation of Section 5 of the Act or any state securities law, or that would require registration or qualification pursuant thereto. The Purchaser will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of the Pooling and Servicing Agreement. I-2 Very truly yours, (Seller) By: Name: Title: I-3 EXHIBIT J FORM OF TRANSFEROR REPRESENTATION LETTER ----------------, ----- Residential Asset Mortgage Products, Inc. 8400 Normandale Lake Boulevard Minneapolis, Minnesota 55437 The Chase Manhattan Bank 450 West 33rd Street New York, New York 10001 Re: Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2, [Class R-I and R-II] [Class SB] Ladies and Gentlemen: In connection with the sale by __________ (the "Seller") to ______________ (the "Purchaser") of $____________ Initial Certificate Principal Balance of Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2, [Class R-I and R-II][Class SB] (the "Certificates"), issued pursuant to the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated as of November 1, 2000 among Residential Asset Mortgage Products, Inc., as depositor (the "Depositor"), Residential Funding Corporation, as master servicer, and The Chase Manhattan Bank, as trustee (the "Trustee"). The Seller hereby certifies, represents and warrants to, and covenants with, the Depositor and the Trustee that: Neither the Seller nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, or (e) has taken any other action, that (as to any of (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933 (the "Act"), that would render the disposition of any Certificate a violation of Section 5 of the Act or any state securities law, or that would require registration or qualification pursuant thereto. The Seller will not act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Seller has not and will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of the Pooling and Servicing Agreement. Very truly yours, J-1 (Seller) By: Name: Title: J-2 EXHIBIT K Text of Amendment to Pooling and Servicing Agreement Pursuant to Section 11.01(e) for a Limited Guaranty ARTICLE XII Subordinate Certificate Loss Coverage; Limited Guaranty Section 12.01. Subordinate Certificate Loss Coverage; Limited Guaranty. (a) Subject to subsection (c) below, prior to the later of the third Business Day prior to each Distribution Date or the related Determination Date, the Master Servicer shall determine whether it or any Subservicer will be entitled to any reimbursement pursuant to Section 4.02(c) on such Distribution Date for Advances or Subservicer Advances previously made, (which will not be Advances or Subservicer Advances that were made with respect to delinquencies which were subsequently determined to be Excess Special Hazard Losses, Excess Fraud Losses, Excess Bankruptcy Losses or Extraordinary Losses) and, if so, the Master Servicer shall demand payment from Residential Funding of an amount equal to the amount of any Advances or Subservicer Advances reimbursed pursuant to Section 4.02(c), to the extent such Advances or Subservicer Advances have not been included in the amount of the Realized Loss in the related Mortgage Loan, and shall distribute the same to the Class R Certificateholders in the same manner as if such amount were to be distributed pursuant to Section 4.02(c). (b) Subject to subsection (c) below, prior to the later of the third Business Day prior to each Distribution Date or the related Determination Date, the Master Servicer shall determine whether any Realized Losses (other than Excess Special Hazard Losses, Excess Bankruptcy Losses, Excess Fraud Losses and Extraordinary Losses) will be allocated to the Class R Certificates on such Distribution Date pursuant to Section 4.05, and, if so, the Master Servicer shall demand payment from Residential Funding of the amount of such Realized Loss and shall distribute the same to the Class R Certificateholders in the same manner as if such amount were to be distributed pursuant to Section 4.02(c); provided, however, that the amount of such demand in respect of any Distribution Date shall in no event be greater than the sum of (i) the additional amount of Accrued Certificate Interest that would have been paid for the Class R Certificateholders on such Distribution Date had such Realized Loss or Losses not occurred plus (ii) the amount of the reduction in the Certificate Principal Balances of the Class R Certificates on such Distribution Date due to such Realized Loss or Losses. Notwithstanding such payment, such Realized Losses shall be deemed to have been borne by the Certificateholders for purposes of Section 4.05. Excess Special Hazard Losses, Excess Fraud Losses, Excess Bankruptcy Losses and Extraordinary Losses allocated to the Class R Certificates will not be covered by the Subordinate Certificate Loss Obligation. (c) Demands for payments pursuant to this Section shall be made prior to the later of the third Business Day prior to each Distribution Date or the related Determination Date by the Master Servicer with written notice thereof to the Trustee. The maximum amount that Residential Funding shall be required to pay pursuant to this Section on any Distribution Date (the "Amount Available") shall be equal to the lesser of (X) __________ minus the sum of (i) all previous K-1 payments made under subsections (a) and (b) hereof and (ii) all draws under the Limited Guaranty made in lieu of such payments as described below in subsection (d) and (Y) the then outstanding Certificate Principal Balances of the Class R Certificates, or such lower amount as may be established pursuant to Section 12.02. Residential Funding's obligations as described in this Section are referred to herein as the "Subordinate Certificate Loss Obligation." (d) The Trustee will promptly notify General Motors Acceptance Corporation of any failure of Residential Funding to make any payments hereunder and shall demand payment pursuant to the limited guaranty (the "Limited Guaranty"), executed by General Motors Acceptance Corporation, of Residential Funding's obligation to make payments pursuant to this Section, in an amount equal to the lesser of (i) the Amount Available and (ii) such required payments, by delivering to General Motors Acceptance Corporation a written demand for payment by wire transfer, not later than the second Business Day prior to the Distribution Date for such month, with a copy to the Master Servicer. (e) All payments made by Residential Funding pursuant to this Section or amounts paid under the Limited Guaranty shall be deposited directly in the Certificate Account, for distribution on the Distribution Date for such month to the Class R Certificateholders. (f) The Depositor shall have the option, in its sole discretion, to substitute for either or both of the Limited Guaranty or the Subordinate Certificate Loss Obligation another instrument in the form of a corporate guaranty, an irrevocable letter of credit, a surety bond, insurance policy or similar instrument or a reserve fund; provided that (i) the Depositor obtains an Opinion of Counsel (which need not be an opinion of Independent counsel) to the effect that obtaining such substitute corporate guaranty, irrevocable letter of credit, surety bond, insurance policy or similar instrument or reserve fund will not cause either (a) any federal tax to be imposed on the Trust Fund, including without limitation, any federal tax imposed on "prohibited transactions" under Section 860(F)(a)(1) of the Code or on "contributions after the startup date" under Section 860(G)(d)(1) of the Code or (b) the Trust Fund to fail to qualify as a REMIC at any time that any Certificate is outstanding, and (ii) no such substitution shall be made unless (A) the substitute Limited Guaranty or Subordinate Certificate Loss Obligation is for an initial amount not less than the then current Amount Available and contains provisions that are in all material respects equivalent to the original Limited Guaranty or Subordinate Certificate Loss Obligation (including that no portion of the fees, reimbursements or other obligations under any such instrument will be borne by the Trust Fund), (B) the long term debt obligations of any obligor of any substitute Limited Guaranty or Subordinate Certificate Loss Obligation (if not supported by the Limited Guaranty) shall be rated at least the lesser of (a) the rating of the long term debt obligations of General Motors Acceptance Corporation as of the date of issuance of the Limited Guaranty and (b) the rating of the long term debt obligations of General Motors Acceptance Corporation at the date of such substitution and (C) the Depositor obtains written confirmation from each nationally recognized credit rating agency that rated the Class R Certificates at the request of the Depositor that such substitution shall not lower the rating on the Class R Certificates below the lesser of (a) the then-current rating assigned to the Class R Certificates by such rating agency and (b) the original rating assigned to the Class R Certificates by such rating agency. Any replacement of the Limited Guaranty or Subordinate Certificate Loss Obligation pursuant to this Section shall be accompanied by a written Opinion of Counsel to the substitute guarantor or obligor, addressed to the Master Servicer and the Trustee, that such substitute K-2 instrument constitutes a legal, valid and binding obligation of the substitute guarantor or obligor, enforceable in accordance with its terms, and concerning such other matters as the Master Servicer and the Trustee shall reasonably request. Neither the Depositor, the Master Servicer nor the Trustee shall be obligated to substitute for or replace the Limited Guaranty or Subordinate Certificate Loss Obligation under any circumstance. Section 12.02. Amendments Relating to the Limited Guaranty. Notwithstanding Sections 11.01 or 12.01: (i) the provisions of this Article XII may be amended, superseded or deleted, (ii) the Limited Guaranty or Subordinate Certificate Loss Obligation may be amended, reduced or canceled, and (iii) any other provision of this Agreement which is related or incidental to the matters described in this Article XI may be amended in any manner; in each case by written instrument executed or consented to by the Depositor and Residential Funding but without the consent of any Certificateholder and without the consent of the Master Servicer or the Trustee being required unless any such amendment would impose any additional obligation on, or otherwise adversely affect the interests of, the Master Servicer or the Trustee, as applicable; provided that the Depositor shall also obtain a letter from each nationally recognized credit rating agency that rated the Class R Certificates at the request of the Depositor to the effect that such amendment, reduction, deletion or cancellation will not lower the rating on the Class R Certificates below the lesser of (a) the then-current rating assigned to the Class R Certificates by such rating agency and (b) the original rating assigned to the Class R Certificates by such rating agency, unless (A) the Holder of 100% of the Class R Certificates is Residential Funding or an Affiliate of Residential Funding, or (B) such amendment, reduction, deletion or cancellation is made in accordance with Section 11.01(e) and, provided further that the Depositor obtains, in the case of a material amendment or supersession (but not a reduction, cancellation or deletion of the Limited Guaranty or the Subordinate Certificate Loss Obligation), an Opinion of Counsel (which need not be an opinion of Independent counsel) to the effect that any such amendment or supersession will not cause either (a) any federal tax to be imposed on the Trust Fund, including without limitation, any federal tax imposed on "prohibited transactions" under Section 860F(a)(1) of the Code or on "contributions after the startup date" under Section 860G(d)(1) of the Code or (b) the Trust Fund to fail to qualify as a REMIC at any time that any Certificate is outstanding. A copy of any such instrument shall be provided to the Trustee and the Master Servicer together with an Opinion of Counsel that such amendment complies with this Section 12.02. K-3 EXHIBIT L FORM OF LIMITED GUARANTY LIMITED GUARANTY RESIDENTIAL ASSET SECURITIES CORPORATION Mortgage Asset-Backed Pass-Through Certificates Series 2000-RZ2 ____________________, 20___ The Chase Manhattan Bank 450 West 33rd Street New York, New York 10001 Ladies and Gentlemen: WHEREAS, Residential Funding Corporation, a Delaware corporation ("Residential Funding"), an indirect wholly-owned subsidiary of General Motors Acceptance Corporation, a New York corporation ("GMAC"), plans to incur certain obligations as described under Section 12.01 of the Pooling and Servicing Agreement dated as of November 1, 2000 (the "Servicing Agreement"), among Residential Asset Mortgage Products, Inc. (the "Depositor"), Residential Funding andThe Chase Manhattan Bank (the "Trustee") as amended by Amendment No. 1 thereto, dated as of _________, with respect to the Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2 (the "Certificates"); and WHEREAS, pursuant to Section 12.01 of the Servicing Agreement, Residential Funding agrees to make payments to the Holders of the Class R Certificates with respect to certain losses on the Mortgage Loans as described in the Servicing Agreement; and WHEREAS, GMAC desires to provide certain assurances with respect to the ability of Residential Funding to secure sufficient funds and faithfully to perform its Subordinate Certificate Loss Obligation; NOW THEREFORE, in consideration of the premises herein contained and certain other good and valuable consideration, the receipt of which is hereby acknowledged, GMAC agrees as follows: Provision of Funds. (a) GMAC agrees to contribute and deposit in the Certificate Account on behalf of Residential Funding (or otherwise provide to Residential Funding, or to cause to be made available to Residential Funding), either directly or through a subsidiary, in any case prior to the related Distribution Date, such moneys as may be required by Residential Funding to perform its Subordinate Certificate Loss Obligation when and as the same arises from time to time upon the demand of the Trustee in accordance with Section 11.01 of the Servicing Agreement. L-1 (b) The agreement set forth in the preceding clause (a) shall be absolute, irrevocable and unconditional and shall not be affected by the transfer by GMAC or any other person of all or any part of its or their interest in Residential Funding, by any insolvency, bankruptcy, dissolution or other proceeding affecting Residential Funding or any other person, by any defense or right of counterclaim, set-off or recoupment that GMAC may have against Residential Funding or any other person or by any other fact or circumstance. Notwithstanding the foregoing, GMAC's obligations under clause (a) shall terminate upon the earlier of (x) substitution for this Limited Guaranty pursuant to Section 12.01(f) of the Servicing Agreement, or (y) the termination of the Trust Fund pursuant to the Servicing Agreement. 2. Waiver. GMAC hereby waives any failure or delay on the part of Residential Funding, the Trustee or any other person in asserting or enforcing any rights or in making any claims or demands hereunder. Any defective or partial exercise of any such rights shall not preclude any other or further exercise of that or any other such right. GMAC further waives demand, presentment, notice of default, protest, notice of acceptance and any other notices with respect to this Limited Guaranty, including, without limitation, those of action or nonaction on the part of Residential Funding or the Trustee. 3. Modification, Amendment and Termination. This Limited Guaranty may be modified, amended or terminated only by the written agreement of GMAC and the Trustee and only if such modification, amendment or termination is permitted under Section 12.02 of the Servicing Agreement. The obligations of GMAC under this Limited Guaranty shall continue and remain in effect so long as the Servicing Agreement is not modified or amended in any way that might affect the obligations of GMAC under this Limited Guaranty without the prior written consent of GMAC. 4. Successor. Except as otherwise expressly provided herein, the guarantee herein set forth shall be binding upon GMAC and its respective successors. 5. Governing Law. This Limited Guaranty shall be governed by the laws of the State of New York. 6. Authorization and Reliance. GMAC understands that a copy of this Limited Guaranty shall be delivered to the Trustee in connection with the execution of Amendment No. 1 to the Servicing Agreement and GMAC hereby authorizes the Depositor and the Trustee to rely on the covenants and agreements set forth herein. 7. Definitions. Capitalized terms used but not otherwise defined herein shall have the meaning given them in the Servicing Agreement. 8. Counterparts. This Limited Guaranty may be executed in any number of counterparts, each of which shall be deemed to be an original and such counterparts shall constitute but one and the same instrument. IN WITNESS WHEREOF, GMAC has caused this Limited Guaranty to be executed and delivered by its respective officers thereunto duly authorized as of the day and year first above written. L-2 GENERAL MOTORS ACCEPTANCE CORPORATION By:_____________________ Name:__________________ Title:___________________ Acknowledged by: THE CHASE MANHATTAN BANK, as Trustee By:___________________ Name:________________ Title:_________________ RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC. By:___________________ Name:________________ Title:_________________ L-3 EXHIBIT M FORM OF LENDER CERTIFICATION FOR ASSIGNMENT OF MORTGAGE LOAN ----------------, ---- Residential Asset Mortgage Products, Inc. 8400 Normandale Lake Boulevard Minneapolis, Minnesota 55437 The Chase Manhattan Bank 450 West 33rd Street New York, New York 10001 Ladies and Gentlemen: This letter is delivered to you in connection with the assignment by __________________ (the "Trustee") to ___________________ (the "Lender") of __________________ (the "Mortgage Loan") pursuant to Section 3.12(d) of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated as of November 1, 2000, among Residential Asset Mortgage Products, Inc., as depositor (the "Depositor"), Residential Funding Corporation, as master servicer, and the Trustee. All terms used herein and not otherwise defined shall have the meanings set forth in the Pooling and Servicing Agreement. The Lender hereby certifies, represents and warrants to, and covenants with, the Master Servicer and the Trustee that: (i) the Mortgage Loan is secured by Mortgaged Property located in a jurisdiction in which an assignment in lieu of satisfaction is required to preserve lien priority, minimize or avoid mortgage recording taxes or otherwise comply with, or facilitate a refinancing under, the laws of such jurisdiction; (ii) the substance of the assignment is, and is intended to be, a refinancing of such Mortgage Loan and the form of the transaction is solely to comply with, or facilitate the transaction under, such local laws; (iii) the Mortgage Loan following the proposed assignment will be modified to have a rate of interest at least 0.25 percent below or above the rate of interest on such Mortgage Loan prior to such proposed assignment; and (iv) such assignment is at the request of the borrower under the related Mortgage Loan. M-1 Very truly yours, (Lender) By: Name: Title: M-2 EXHIBIT N [FORM OF RULE 144A INVESTMENT REPRESENTATION] Description of Rule 144A Securities, including numbers: ========================================= ========================================= The undersigned seller, as registered holder (the "Seller"), intends to transfer the Rule 144A Securities described above to the undersigned buyer (the "Buyer"). 1. In connection with such transfer and in accordance with the agreements pursuant to which the Rule 144A Securities were issued, the Seller hereby certifies the following facts: Neither the Seller nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security from, or otherwise approached or negotiated with respect to the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security with, any person in any manner, or made any general solicitation by means of general advertising or in any other manner, or taken any other action, that would constitute a distribution of the Rule 144A Securities under the Securities Act of 1933, as amended (the "1933 Act"), or that would render the disposition of the Rule 144A Securities a violation of Section 5 of the 1933 Act or require registration pursuant thereto, and that the Seller has not offered the Rule 144A Securities to any person other than the Buyer or another "qualified institutional buyer" as defined in Rule 144A under the 1933 Act. 2. The Buyer warrants and represents to and covenants with the Seller, the Trustee and the Master Servicer (as defined in the Pooling and Servicing Agreement (the "Agreement"), dated as of November __, 2000 among Residential Funding Corporation, as Master Servicer, Residential Asset Mortgage Products, Inc., as Depositor and Bank One, National Association, as trustee, pursuant to Section 5.02 of the Agreement, as follows: a. The Buyer understands that the Rule 144A Securities have not been registered under the 1933 Act or the securities laws of any state. b The Buyer considers itself a substantial, sophisticated institutional investor having such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of investment in the Rule 144A Securities. c. The Buyer has been furnished with all information regarding the Rule 144A Securities that it has requested from the Seller, the Trustee or the Servicer. d. Neither the Buyer nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Rule 144A Securities, any interest in N-1 the Rule 144A Securities or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security from, or otherwise approached or negotiated with respect to the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar security with, any person in any manner, or made any general solicitation by means of general advertising or in any other manner, or taken any other action, that would constitute a distribution of the Rule 144A Securities under the 1933 Act or that would render the disposition of the Rule 144A Securities a violation of Section 5 of the 1933 Act or require registration pursuant thereto, nor will it act, nor has it authorized or will it authorize any person to act, in such manner with respect to the Rule 144A Securities. e. The Buyer is a "qualified institutional buyer" as that term is defined in Rule 144A under the 1933 Act and has completed either of the forms of certification to that effect attached hereto as Annex 1 or Annex 2. The Buyer is aware that the sale to it is being made in reliance on Rule 144A. The Buyer is acquiring the Rule 144A Securities for its own account or the accounts of other qualified institutional buyers, understands that such Rule 144A Securities may be resold, pledged or transferred only (i) to a person reasonably believed to be a qualified institutional buyer that purchases for its own account or for the account of a qualified institutional buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (ii) pursuant to another exemption from registration under the 1933 Act. [3. Reserved] 4. This document may be executed in one or more counterparts and by the different parties hereto on separate counterparts, each of which, when so executed, shall be deemed to be an original; such counterparts, together, shall constitute one and the same document. N-2 IN WITNESS WHEREOF, each of the parties has executed this document as of the date set forth below. __________________ ____________________ -------------------------- Print Name of Seller Print Name of Buyer By:________________ By:_________________ ------------------------- Name: Name: Title: Title: Taxpayer Identification: Taxpayer Identification: No:__________________ No:__________________ ----------------------- Date:__________________ Date:__________________ --------------------- N-3 ANNEX 1 TO EXHIBIT N QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Buyers Other Than Registered Investment Companies] The undersigned hereby certifies as follows in connection with the Rule 144A Investment Representation to which this Certification is attached: 1. As indicated below, the undersigned is the President, Chief Financial Officer, Senior Vice President or other executive officer of the Buyer. 2. In connection with purchases by the Buyer, the Buyer is a "qualified institutional buyer" as that term is defined in Rule 144A under the Securities Act of 1933 ("Rule 144A") because (i) the Buyer owned and/or invested on a discretionary basis $____________ in securities (except for the excluded securities referred to below) as of the end of the Buyer's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Buyer satisfies the criteria in the category marked below. ____ Corporation, etc. The Buyer is a corporation (other than a bank, savings and loan association or similar institution), Massachusetts or similar business trust, partnership, or charitable organization described in Section 501(c)(3) of the Internal Revenue Code. ____ Bank. The Buyer (a) is a national bank or banking institution organized under the laws of any State, territory or the District of Columbia, the business of which is substantially confined to banking and is supervised by the State or territorial banking commission or similar official or is a foreign bank or equivalent institution, and (b) has an audited net worth of at least $25,000,000 as demonstrated in its latest annual financial statements, a copy of which is attached hereto. ____ Savings and Loan. The Buyer (a) is a savings and loan association, building and loan association, cooperative bank, homestead association or similar institution, which is supervised and examined by a State or Federal authority having supervision over any such institutions or is a foreign savings and loan association or equivalent institution and (b) has an audited net worth of at least $25,000,000 as demonstrated in its latest annual financial statements. ____ Broker-Dealer. The Buyer is a dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934. ____ Insurance Depositor. The Buyer is an insurance company whose primary and predominant business activity is the writing of insurance or the reinsuring of risks underwritten by insurance companies and which is subject to supervision by the insurance commissioner or a similar official or agency of a State or territory or the District of Columbia. N-4 ____ State or Local Plan. The Buyer is a plan established and maintained by a State, its political subdivisions, or any agency or instrumentality of the State or its political subdivisions, for the benefit of its employees. ____ ERISA Plan. The Buyer is an employee benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974. ____ Investment Adviser. The Buyer is an investment adviser registered under the Investment Advisers Act of 1940. ____ SBIC. The Buyer is a Small Business Investment Company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958. ____ Business Development Depositor. The Buyer is a business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940. ____ Trust Fund. The Buyer is a trust fund whose trustee is a bank or trust company and whose participants are exclusively (a) plans established and maintained by a State, its political subdivisions, or any agency or instrumentality of the State or its political subdivisions, for the benefit of its employees, or (b) employee benefit plans within the meaning of Title I of the Employee Retirement Income Security Act of 1974, but is not a trust fund that includes as participants individual retirement accounts or H.R. 10 plans. 3. The term "securities" as used herein does not include (i) securities of issuers that are affiliated with the Buyer, (ii) securities that are part of an unsold allotment to or subscription by the Buyer, if the Buyer is a dealer, (iii) bank deposit notes and certificates of deposit, (iv) loan participations, (v) repurchase agreements, (vi) securities owned but subject to a repurchase agreement and (vii) currency, interest rate and commodity swaps. 4. For purposes of determining the aggregate amount of securities owned and/or invested on a discretionary basis by the Buyer, the Buyer used the cost of such securities to the Buyer and did not include any of the securities referred to in the preceding paragraph. Further, in determining such aggregate amount, the Buyer may have included securities owned by subsidiaries of the Buyer, but only if such subsidiaries are consolidated with the Buyer in its financial statements prepared in accordance with generally accepted accounting principles and if the investments of such subsidiaries are managed under the Buyer's direction. However, such securities were not included if the Buyer is a majority-owned, consolidated subsidiary of another enterprise and the Buyer is not itself a reporting company under the Securities Exchange Act of 1934. 5. The Buyer acknowledges that it is familiar with Rule 144A and understands that the seller to it and other parties related to the Certificates are relying and will continue to rely on the statements made herein because one or more sales to the Buyer may be in reliance on Rule 144A. N-5 ____ ____ Will the Buyer be purchasing the Rule 144A Yes No Securities only for the Buyer's own account? 6. If the answer to the foregoing question is "no", the Buyer agrees that, in connection with any purchase of securities sold to the Buyer for the account of a third party (including any separate account) in reliance on Rule 144A, the Buyer will only purchase for the account of a third party that at the time is a "qualified institutional buyer" within the meaning of Rule 144A. In addition, the Buyer agrees that the Buyer will not purchase securities for a third party unless the Buyer has obtained a current representation letter from such third party or taken other appropriate steps contemplated by Rule 144A to conclude that such third party independently meets the definition of "qualified institutional buyer" set forth in Rule 144A. 7. The Buyer will notify each of the parties to which this certification is made of any changes in the information and conclusions herein. Until such notice is given, the Buyer's purchase of Rule 144A Securities will constitute a reaffirmation of this certification as of the date of such purchase. ----------------------------- Print Name of Buyer By: ___________________ Name: Title: Date: ______________________ N-6 ANNEX 2 TO EXHIBIT N QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Buyers That Are Registered Investment Companies] The undersigned hereby certifies as follows in connection with the Rule 144A Investment Representation to which this Certification is attached: 1. As indicated below, the undersigned is the President, Chief Financial Officer or Senior Vice President of the Buyer or, if the Buyer is a "qualified institutional buyer" as that term is defined in Rule 144A under the Securities Act of 1933 ("Rule 144A") because Buyer is part of a Family of Investment Companies (as defined below), is such an officer of the Adviser. 2. In connection with purchases by Buyer, the Buyer is a "qualified institutional buyer" as defined in SEC Rule 144A because (i) the Buyer is an investment company registered under the Investment Company Act of 1940, and (ii) as marked below, the Buyer alone, or the Buyer's Family of Investment Companies, owned at least $100,000,000 in securities (other than the excluded securities referred to below) as of the end of the Buyer's most recent fiscal year. For purposes of determining the amount of securities owned by the Buyer or the Buyer's Family of Investment Companies, the cost of such securities was used. The Buyer owned $___________________ in securities (other than the excluded securities referred to below) as of the end of the Buyer's most recent fiscal year (such amount being calculated in accordance with Rule 144A). The Buyer is part of a Family of Investment Companies which owned in the aggregate $_________________ in securities (other than the excluded securities referred to below) as of the end of the Buyer's most recent fiscal year (such amount being calculated in accordance with Rule 144A). 3. The term "Family of Investment Companies" as used herein means two or more registered investment companies (or series thereof) that have the same investment adviser or investment advisers that are affiliated (by virtue of being majority owned subsidiaries of the same parent or because one investment adviser is a majority owned subsidiary of the other). 4. The term "securities" as used herein does not include (i) securities of issuers that are affiliated with the Buyer or are part of the Buyer's Family of Investment Companies, (ii) bank deposit notes and certificates of deposit, (iii) loan participations, (iv) repurchase agreements, (v) securities owned but subject to a repurchase agreement and (vi) currency, interest rate and commodity swaps. 5. The Buyer is familiar with Rule 144A and understands that each of the parties to which this certification is made are relying and will continue to rely on the statements made herein because one or more sales to the Buyer will be in reliance on Rule 144A. In addition, the Buyer will only purchase for the Buyer's own account. N-7 6. The undersigned will notify each of the parties to which this certification is made of any changes in the information and conclusions herein. Until such notice, the Buyer's purchase of Rule 144A Securities will constitute a reaffirmation of this certification by the undersigned as of the date of such purchase. --------------------- Print Name of Buyer By:__________________ Name: Title: IF AN ADVISER: ------------------------ Print Name of Buyer Date: __________________ EXHIBIT O FORM OF ERISA LETTER --------------, ---- Residential Asset Mortgage Products, Inc. 8400 Normandale Lake Boulevard Minneapolis, Minnesota 55437 The Chase Manhattan Bank 450 West 33rd Street New York, New York 10001 Residential Funding Corporation 8400 Normandale Lake Boulevard Suite 600 Minneapolis, MN 55437 Attention: Residential Funding Corporation Series 2000-RZ1 Re: Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ1 [Class SB] Ladies and Gentlemen: _________________________ (the "Purchaser") intends to purchase from ___________________________ (the "Seller") $_____________ Initial Certificate Principal Balance of Mortgage Pass-Through Certificates, Series 2000-RZ1, Class __ (the "Certificates"), issued pursuant to the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated as of November 1, 2000 among Residential Asset Mortgage Products, Inc., as the company (the "Depositor"), Residential Funding Corporation, as master servicer (the "Master Servicer") and The Chase Manhattan Bank, as trustee (the "Trustee"). All terms used herein and not otherwise defined shall have the meanings set forth in the Pooling and Servicing Agreement. The Purchaser hereby certifies, represents and warrants to, and covenants with, the Depositor, the Trustee and the Master Servicer that: (a) The Purchaser is not an employee benefit or other plan subject to the prohibited transaction provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or Section 4975 of the Internal Revenue Code of 1986, as amended (the "Code") (a "Plan"), or any other person (including an investment manager, a named fiduciary or a trustee of any Plan) acting, directly or indirectly, on behalf of or purchasing any Certificate with "plan assets" of any Plan within the meaning of the Department of Labor ("DOL") regulation at 29 C.F.R. ss.2510.3-101; or (b) The Purchaser has provided the Trustee, the Depositor and the Master Servicer with an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee, the Depositor and the Master Servicer to the effect that the purchase of Certificates is permissible under applicable law, will not constitute or result in any non-exempt prohibited transaction under ERISA or Section 4975 of the Code and will not subject the Trustee, the Depositor or the Master Servicer to any obligation or liability (including obligations or liabilities under ERISA or Section 4975 of the Code) in addition to those undertaken in the Pooling and Servicing Agreement. In addition, the Purchaser hereby certifies, represents and warrants to, and covenants with, the Depositor, the Trustee and the Master Servicer that the Purchaser will not transfer such Certificates to any Plan or person unless such Plan or person meets the requirements set forth in either (a) or (b) above. Very truly yours, (Purchaser) By: Name: Title: EXHIBIT P ERISA Representation Letter [date] Residential Funding Corporation 8400 Normandale Lake Boulevard, Suite 600 Minneapolis, Minnesota 55437 Residential Asset Mortgage Products, Inc. 8400 Normandale Lake Boulevard, Suite 600 Minneapolis, Minnesota 55437 The Chase Manhattan Bank 450 West 33rd Street, 14th Floor, New York, New York 10001 Attention: Residential Asset Mortgage Products Inc. Series 2000-RZ2 Re: Residential Asset Mortgage Products, Inc. Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ2, Class M- __ Ladies and Gentlemen: [__________________________] (the "Purchaser") intends to purchase from [__________________________] (the "Seller") $[____________] initial Certificate Principal Balance of the above-referenced certificates, issued under the pooling and servicing agreement, dated as of November 1, 2000, among Residential Asset Mortgage Products, Inc., as depositor, Residential Funding Corporation, as master servicer and The Chase Manhattan Bank, as trustee. All terms used in this ERISA Representation Letter and not otherwise defined shall have the meanings set forth in the pooling and servicing agreement. The Purchaser hereby certifies, represents and warrants to, and covenants with the Seller, the trustee and the master servicer that, either: (a) The Purchaser is not an ERISA plan, or any other person, including an investment manager, a named fiduciary or a trustee of any Plan, acting, directly or indirectly, on behalf of or purchasing any certificate with "plan assets" of any ERISA plan within the meaning of the DOL regulation at 29 C.F.R. ss.2510.3-101; or (b) The Purchaser is an insurance company, the source of funds to be used by which to purchase the certificates is an "insurance company general account", as the term is defined in DOL Prohibited Transaction Class Exemption 95-60, and the conditions in Sections I and III of PTCE 95-60 have been satisfied. In addition, the Purchaser hereby certifies, represents and warrants to, and covenants with, the Seller, the trustee and the master servicer that the Purchaser will not transfer the certificates to any ERISA plan or person unless that ERISA plan or person meets the requirements in either (a) or (b) above. Very truly yours, By: ___________________ Name:_________________ Title:_________________