STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.,

DEPOSITOR

U.S. BANK NATIONAL ASSOCIATION,

TRUSTEE

WELLS FARGO BANK, N.A.,

MASTER SERVICER AND SECURITIES ADMINISTRATOR

and

EMC MORTGAGE CORPORATION,

SELLER

POOLING AND SERVICING AGREEMENT

Dated as of May 1, 2006

Structured Asset Mortgage Investments II Inc.

Bear Stearns ARM Trust, Mortgage Pass-Through Certificates

Series 2006-2

TABLE OF CONTENTS

ARTICLE I DEFINITIONS

ARTICLE II CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES

Section 2.01Conveyance of Mortgage Loans to Trustee.

Section 2.02Acceptance of Mortgage Loans by Trustee.

Section 2.03Assignment of Interest in the Mortgage Loan Purchase Agreement.

Section 2.04Substitution of Mortgage Loans.

Section 2.05Issuance of Certificates.

Section 2.06Representations and Warranties Concerning the Depositor.

ARTICLE III ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

Section 3.01Master Servicer.

Section 3.02REMIC-Related Covenants.

Section 3.03Monitoring of Servicers.

Section 3.04Fidelity Bond.

Section 3.05Power to Act; Procedures.

Section 3.06Due-on-Sale Clauses; Assumption Agreements.

Section 3.07Release of Mortgage Files.

Section 3.08Documents, Records and Funds in Possession of Master Servicer To Be Held for Trustee.

Section 3.09Standard Hazard Insurance and Flood Insurance Policies.

Section 3.10Presentment of Claims and Collection of Proceeds.

Section 3.11Maintenance of the Primary Mortgage Insurance Policies.

Section 3.12Trustee to Retain Possession of Certain Insurance Policies and Documents.

Section 3.13Realization Upon Defaulted Mortgage Loans.

Section 3.14Compensation for the Master Servicer.

Section 3.15REO Property.

Section 3.16Annual Officer’s Certificate as to Compliance.

Section 3.17Annual Independent Accountant’s Servicing Report.

Section 3.18Reports Filed with Securities and Exchange Commission.

Section 3.19UCC.

Section 3.20Optional Purchase of Defaulted Mortgage Loans.

ARTICLE IV ACCOUNTS

Section 4.01Protected Accounts.

Section 4.02[Reserved].

Section 4.03[Reserved].

Section 4.04Distribution Account.

Section 4.05Permitted Withdrawals and Transfers from the Distribution Account.

ARTICLE V CERTIFICATES

Section 5.01Certificates.

Section 5.02Registration of Transfer and Exchange of Certificates.

Section 5.03Mutilated, Destroyed, Lost or Stolen Certificates.

Section 5.04Persons Deemed Owners.

Section 5.05Transfer Restrictions on Residual Certificates.

Section 5.06Restrictions on Transferability of Certificates.

Section 5.07ERISA Restrictions.

Section 5.08Rule 144A Information.

Section 5.09Appointment of Paying Agent and Certificate Registrar.

ARTICLE VI PAYMENTS TO CERTIFICATEHOLDERS

Section 6.01Distributions on the Certificates.

Section 6.02Allocation of Losses.

Section 6.03Payments.

Section 6.04Statements to Certificateholders.

Section 6.05Monthly Advances.

Section 6.06Compensating Interest Payments.

ARTICLE VII THE MASTER SERVICER

Section 7.01Liabilities of the Master Servicer.

Section 7.02Merger or Consolidation of the Master Servicer.

Section 7.03Indemnification of the Trustee, the Master Servicer and the Securities Administrator.

Section 7.04Limitations on Liability of the Master Servicer and Others.

Section 7.05Master Servicer Not to Resign.

Section 7.06Successor Master Servicer.

Section 7.07Sale and Assignment of Master Servicing.

ARTICLE VIII DEFAULT

Section 8.01Events of Default.

Section 8.02Trustee to Act; Appointment of Successor.

Section 8.03Notification to Certificateholders.

Section 8.04Waiver of Defaults.

Section 8.05List of Certificateholders.

ARTICLE IX CONCERNING THE TRUSTEE AND THE SECURITIES ADMINISTRATOR

Section 9.01Duties of Trustee.

Section 9.02Certain Matters Affecting the Trustee and the Securities Administrator.

Section 9.03Trustee and Securities Administrator Not Liable for Certificates or Mortgage Loans.

Section 9.04Trustee and Securities Administrator May Own Certificates.

Section 9.05Trustee’s and Securities Administrator’s Fees and Expenses.

Section 9.06Eligibility Requirements for Trustee, Paying Agent and Securities Administrator.

Section 9.07Insurance.

Section 9.08Resignation and Removal of the Trustee and Securities Administrator.

Section 9.09Successor Trustee, Successor Paying Agent and Successor Securities Administrator.

Section 9.10Merger or Consolidation of Trustee, Paying Agent or Securities Administrator.

Section 9.11Appointment of Co-Trustee or Separate Trustee.

Section 9.12Federal Information Returns and Reports to Certificateholders; REMIC Administration.

ARTICLE X TERMINATION

Section 10.01Termination Upon Repurchase by the Depositor or its Designee or Liquidation of the Mortgage Loans.

Section 10.02Additional Termination Requirements.

ARTICLE XI [RESERVED]

ARTICLE XII MISCELLANEOUS PROVISIONS

Section 12.01Intent of Parties.

Section 12.02Amendment.

Section 12.03Recordation of Agreement.

Section 12.04Limitation on Rights of Certificateholders.

Section 12.05Acts of Certificateholders.

Section 12.06Governing Law.

Section 12.07Notices.

Section 12.08Severability of Provisions.

Section 12.09Successors and Assigns.

Section 12.10Article and Section Headings.

Section 12.11Counterparts.

Section 12.12Notice to Rating Agencies.

EXHIBITS

Exhibit A-1 - Form of Class A Certificates and Class X Certificates

Exhibit A-2 - Form of Class B Certificates

Exhibit A-3 - Form of Class R Certificates

Exhibit B - Mortgage Loan Schedule

Exhibit C - [Reserved]

Exhibit D - Request for Release of Documents

Exhibit E - Form of Affidavit pursuant to Section 860E(e)(4)

Exhibit F-1 - Form of Investment Letter

Exhibit F-2 - Form of Rule 144A and Related Matters Certificate

Exhibit G - Form of Custodial Agreement

Exhibit H-1 to H-4 - Servicing Agreements

Exhibit I - Assignment Agreements

Exhibit J - Mortgage Loan Purchase Agreement

Exhibit K - [Reserved]

Exhibit L - [Reserved]

Exhibit M Servicing Criteria to Be Addressed in Assessment of Compliance

Exhibit N Form 10-D, Form 8-K and Form 10-K Reporting Responsibility

Exhibit O Additional Disclosure Notification

POOLING AND SERVICING AGREEMENT

Pooling and Servicing Agreement dated as of May 1, 2006, among Structured Asset Mortgage Investments II Inc., a Delaware corporation, as depositor (the “Depositor”), U.S. Bank National Association, a national banking association, as trustee (the “Trustee”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”), and EMC Mortgage Corporation, as seller (in such capacity, the “Seller”).

PRELIMINARY STATEMENT

On or prior to the Closing Date, the Depositor acquired the Mortgage Loans from the Seller. On the Closing Date, the Depositor will sell the Mortgage Loans and certain other property to the Trust Fund and receive in consideration therefor Certificates evidencing the entire beneficial ownership interest in the Trust Fund.

The Trustee on behalf of the Trust shall make an election for the assets constituting REMIC I to be treated for federal income tax purposes as a REMIC. On the Startup Day, the REMIC I Regular Interests will be designated the “regular interests” in such REMIC, and the Class R-I Certificates will be designated the sole class of “residual interests” in such REMIC.

The Trustee on behalf of the Trust shall make an election for the assets constituting REMIC II to be treated for federal income tax purposes as a REMIC. On the Startup Day, the REMIC II Regular Interests will be designated the “regular interests” in such REMIC, and the Class R-II Certificates will be designated the sole class of “residual interests” in such REMIC.

The Trustee on behalf of the Trust shall make an election for the assets constituting REMIC III to be treated for federal income tax purposes as a REMIC. On the Startup Day, the Regular Certificates will be designated the “regular interests” in such REMIC, and the Class R-III Certificates will be designated the sole class of “residual interests” in such REMIC.

The Mortgage Loans will have an Outstanding Principal Balance as of the Cut-off Date, after deducting all Scheduled Principal due on or before the Cut-off Date, of $1,186,926,935.75. The initial principal amount of the Certificates will not exceed such Outstanding Principal Balance. The Group I Mortgage Loans will have an Outstanding Principal Balance as of the Cut-off Date, after deducting all Scheduled Principal due on or before the Cut-off Date, of $57,194,722.80. The Group II Mortgage Loans will have an Outstanding Principal Balance as of the Cut-off Date, after deducting all Scheduled Principal due on or before the Cut-off Date, of $611,499,746.08. The Group III Mortgage Loans will have an Outstanding Principal Balance as of the Cut-off Date, after deducting all Scheduled Principal due on or before the Cut-off Date, of $216,658,543.71. The Group IV Mortgage Loans will have an Outstanding Principal Balance as of the Cut-off Date, after deducting all Scheduled Principal due on or before the Cut-off Date, of $301,573,923.16.

In consideration of the mutual agreements herein contained, the Depositor, the Master Servicer, the Securities Administrator, the Seller and the Trustee agree as follows:

ARTICLE I

DEFINITIONS

Whenever used in this Agreement, the following words and phrases, unless otherwise expressly provided or unless the context otherwise requires, shall have the meanings specified in this Article.

Accepted Master Servicing Practices: With respect to any Mortgage Loan, those customary mortgage servicing practices of prudent mortgage servicing institutions that master service mortgage loans of the same type and quality as such Mortgage Loan in the jurisdiction where the related Mortgaged Property is located, to the extent applicable to the Trustee or the Master Servicer (except in its capacity as successor to a Servicer).

Account: The Distribution Account and the Protected Account as the context may require.

Accrued Certificate Interest: For any Certificate, other than the Class R Certificates, for any Distribution Date, the interest accrued during the related Interest Accrual Period at the applicable Pass-Through Rate on the Current Principal Amount, or in the case of the Interest Only Certificates, the Notional Amount, of such Certificate immediately prior to such Distribution Date, on the basis of a 360-day year consisting of twelve 30-day months, less (i) in the case of a Senior Certificate, such Certificate’s share of any Net Interest Shortfall from the related Mortgage Loans and, after the Cross-Over Date, the interest portion of any Realized Losses on the related Mortgage Loans allocated thereto in accordance with Section 6.02(g) and (ii) in the case of a Subordinate Certificate, such Certificate’s share of any Net Interest Shortfall from the related Mortgage Loans and the interest portion of any Realized Losses on the related Mortgage Loans allocated thereto in accordance with Section 6.02(g).

Additional Disclosure: As defined in Section 3.18.

Additional Form 10-D Disclosure: As defined in Section 3.18.

Additional Form 10-K Disclosure: As defined in Section 3.18.

Affiliate: As to any Person, any other Person controlling, controlled by or under common control with such Person. “Control” means the power to direct the management and policies of a Person, directly or indirectly, whether through ownership of voting securities, by contract or otherwise. “Controlled” and “Controlling” have meanings correlative to the foregoing. The Trustee may conclusively presume that a Person is not an Affiliate of another Person unless a Responsible Officer of the Trustee has actual knowledge to the contrary.

Aggregate Expense Rate: With respect to any Mortgage Loan, the sum of the Servicing Fee Rate and the Lender-Paid PMI Rate (if applicable).

Agreement: This Pooling and Servicing Agreement and all amendments hereof and supplements hereto.

Allocable Share: With respect to each Class of Subordinate Certificates:

(a)as to any Distribution Date and amounts distributable pursuant to clauses (i) and (iv) of the definition of Subordinate Optimal Principal Amount, the fraction, expressed as a percentage, the numerator of which is the Current Principal Amount of such Class and the denominator of which is the aggregate Current Principal Amount of all Classes of the Subordinate Certificates; and

(b)as to any Distribution Date and amounts distributable pursuant to clauses (ii), (iii) and (v) of the definition of Subordinate Optimal Principal Amount, and as to each Class of Subordinate Certificates (other than the Class of Subordinate Certificates having the lowest numerical designation as to which the Class Prepayment Distribution Trigger shall not be applicable) for which (x) the Class Prepayment Distribution Trigger has been satisfied on such Distribution Date, the fraction, expressed as a percentage, the numerator of which is the Current Principal Amount of such Class and the denominator of which is the aggregate Current Principal Amount of all such Classes of Subordinate Certificates and (y) the Class Prepayment Distribution Trigger has not been satisfied on such Distribution Date, 0%; provided that if on a Distribution Date, the Current Principal Amount of any Class of Subordinate Certificates for which the Class Prepayment Distribution Trigger was satisfied on such Distribution Date is reduced to zero, any amounts distributed pursuant to this clause (b), to the extent of such Class’s remaining Allocable Share, shall be distributed to the remaining Classes of Subordinate Certificates which satisfy the Class Prepayment Distribution Trigger and to the Class of Subordinate Certificates having the lowest numerical Class designation in reduction of their respective Current Principal Amounts in the order of their numerical Class designations.

Annual Statement of Compliance: As defined in Section 3.16.

Applicable Credit Rating: For any long-term deposit or security, a credit rating of AAA in the case of each of S&P and Fitch. For any short-term deposit or security, a rating of A-l+ in the case of S&P or F-1+ in the case of Fitch.

Applicable State Law: For purposes of Section 9.12(d), the Applicable State Law shall be (a) the law of the State of New York and (b) such other state law whose applicability shall have been brought to the attention of the Securities Administrator and the Trustee by either (i) an Opinion of Counsel reasonably acceptable to the Securities Administrator and the Trustee delivered to it by the Master Servicer or the Depositor, or (ii) written notice from the appropriate taxing authority as to the applicability of such state law.

Appraised Value: For any Mortgaged Property related to a Mortgage Loan, the amount set forth as the appraised value of such Mortgaged Property in an appraisal made for the mortgage originator in connection with its origination of the related Mortgage Loan.

Assignment Agreements: The agreements attached hereto as Exhibit I, whereby the Servicing Agreements were assigned to the Trustee for the benefit of the Certificateholders.

Assessment of Compliance: As defined in Section 3.17.

Assumed Final Distribution Date: July 25, 2036, or if such day is not a Business Day, the next succeeding Business Day.

Attesting Party: As defined in Section 3.17.

Attestation Report: As defined in Section 3.17.

Available Funds: With respect to any Distribution Date, the sum of the Group I, Group II, Group III and Group IV Available Funds for such Distribution Date.

Average Loss Severity Percentage: With respect to any Distribution Date and each Loan Group, the percentage equivalent of a fraction, the numerator of which is the sum of the Loss Severity Percentages for each Mortgage Loan in such Loan Group which had a Realized Loss and the denominator of which is the number of Mortgage Loans in the related Loan Group which had Realized Losses.

Bank of America: Bank of America, National Association.

Bank of America Servicing Agreement: The Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement, dated as of April 1 2005, by and between Bank of America and EMC Mortgage Corporation, as modified by the Regulation AB Compliance Addendum to the Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement dated as of December 21, 2005.

Bankruptcy Code: The United States Bankruptcy Code, as amended as codified in 11 U.S.C. §§101-1330.

Bankruptcy Loss: With respect to any Mortgage Loan, any Deficient Valuation or Debt Service Reduction related to such Mortgage Loan as reported by the applicable Servicer to the Master Servicer.

Book-Entry Certificates: Initially, all Classes of Certificates other than the Private Certificates and the Residual Certificates.

Business Day: Any day other than (i) a Saturday or a Sunday, or (ii) a day on which the New York Stock Exchange or Federal Reserve is closed or on which banking institutions in the jurisdiction in which the Trustee, the Master Servicer, any Servicer or the Securities Administrator is located are authorized or obligated by law or executive order to be closed.

Certificate: Any mortgage pass-through certificate evidencing a beneficial ownership interest in the Trust Fund signed and countersigned by the Certificate Registrar in substantially the forms annexed hereto as Exhibits A-1, A-2 and A-3 with the blanks therein appropriately completed.

Certificate Group: The Group I Senior Certificates, Group II Senior Certificates, Group III Senior Certificates and Group IV Senior Certificates, as applicable.

Certificate Owner: Any Person who is the beneficial owner of a Certificate registered in the name of the Depository or its nominee.

Certificate Register: The register maintained pursuant to Section 5.02.

Certificate Registrar: The Securities Administrator or any successor certificate registrar appointed hereunder.

Certificateholder: A Holder of a Certificate.

Class: With respect to the Certificates, I-A-1, I-A-2, II-A-1, II-A-2, II-X, III-A-1, III-A-2, III-A-3, III-X, IV-A-1, IV-A-2, R-I, R-II, R-III, B-1, B-2, B-3, B-4, B-5 and B-6.

Class Prepayment Distribution Trigger: For a Class of Subordinate Certificates for any Distribution Date, the Class Prepayment Distribution Trigger is satisfied if the fraction (expressed as a percentage), the numerator of which is the aggregate Current Principal Amount of such Class and each Class of Subordinate Certificates subordinate thereto, if any, and the denominator of which is the Scheduled Principal Balance of all of the Mortgage Loans as of the related Due Date, equals or exceeds such percentage calculated as of the Closing Date.

Class R Certificates: The Class R-I, Class R-II and Class R-III Certificates.

Class R-I Deposit: The $50 deposit into the Distribution Account by the Depositor on the Closing Date to pay the Class R-I Certificates in accordance with Section 6.01(a) on the Distribution Date occurring in June 2006.

Class R-II Deposit: The $50 deposit into the Distribution Account by the Depositor on the Closing Date to pay the Class R-II Certificates in accordance with Section 6.01(a) on the Distribution Date occurring in June 2006.

Class R-III Deposit: The $50 deposit into the Distribution Account by the Depositor on the Closing Date to pay the Class R-III Certificates in accordance with Section 6.01(a) on the Distribution Date occurring in June 2006.

Closing Date: May 31, 2006.

Code: The Internal Revenue Code of 1986, as amended.

Compensating Interest Payment: As defined in Section 6.06.

Countrywide: Countrywide Home Loans Servicing LP, or its successor in interest.

Countrywide Servicing Agreement: The Seller’s Warranties and Servicing Agreement, dated as of September 1, 2002, as amended by Amendment No. 1, dated January 1, 2003, Amendment No.2, dated September 1, 2004 and Amendment Reg AB to the Master Mortgage Loan Purchase and Servicing Agreement, dated as of January 1, 2006, by and between the EMC Mortgage Corporation and Countrywide Home Loans, Inc.

Corresponding Certificates: With respect to each REMIC II Regular Interest, the Class with the same designation.

Corporate Trust Office: The office of the Trustee at which at any particular time its corporate trust business is administered, which office, at the date of the execution of this Agreement, is located at U.S. Bank Corporate Trust Services, One Federal Street, 3^rd Floor, Boston, Massachusetts 02110, Attention: Corporate Trust Services/BSARM Series 2006-2. With respect to the Certificate Registrar and the presentment of Certificates for registration of transfer, exchange or final payment, Wells Fargo Bank, National Association, Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust/ BSARM Series 2006-2, and for all other purposes, P.O. Box 98, Columbia, Maryland 21046 (or for overnight deliveries, 9062 Old Annapolis Road, Columbia, Maryland 21045), Attention: Corporate Trust/ BSARM Series 2006-2.

Cross-Over Date: The first Distribution Date on which the aggregate Current Principal Amount of the Subordinate Certificates has been reduced to zero (giving effect to all distributions on such Distribution Date).

Current Principal Amount: With respect to any Certificate as of any Distribution Date, the initial principal amount of such Certificate plus any Subsequent Recoveries added to the Current Principal Amount of such Certificate pursuant to Section 6.02(h), and reduced by (i) all amounts distributed on previous Distribution Dates on such Certificate with respect to principal, (ii) the principal portion of all Realized Losses allocated prior to such Distribution Date to such Certificate, taking account of the Loss Allocation Limitation and (iii) in the case of a Subordinate Certificate, such Certificate’s pro rata share, if any, of the applicable Subordinate Certificate Writedown Amount for previous Distribution Dates. With respect to any Class of Certificates, the Current Principal Amount thereof will equal the sum of the Current Principal Amounts of all Certificates in such Class. Notwithstanding the foregoing, solely for purposes of giving consents, directions, waivers, approvals, requests and notices, the Class R-I, Class R-II and Class R-III Certificates after the Distribution Date on which they each receive the distribution of the last dollar of their respective original principal amount shall be deemed to have Current Principal Amounts equal to their respective Current Principal Amounts on the day immediately preceding such Distribution Date.

Custodial Agreement: An agreement, dated as of the Closing Date among the Depositor, the Master Servicer, the Trustee and the Custodian in substantially the form of Exhibit G hereto.

Custodian: Wells Fargo Bank, N.A., or any successor custodian appointed pursuant to the provisions hereof and of the Custodial Agreement.

Cut-off Date: May 1, 2006.

Cut-off Date Balance: $1,186,926,935.75.

Debt Service Reduction: Any reduction of the Scheduled Payments which a Mortgagor is obligated to pay with respect to a Mortgage Loan as a result of any proceeding under the Bankruptcy Code or any other similar state law or other proceeding.

Deficient Valuation: With respect to any Mortgage Loan, a valuation of the Mortgaged Property by a court of competent jurisdiction in an amount less than the then outstanding indebtedness under the Mortgage Loan, which valuation results from a proceeding initiated under the Bankruptcy Code or any other similar state law or other proceeding.

Delinquent: A Mortgage Loan is “delinquent” if any payment due thereon is not made pursuant to the terms of such Mortgage Loan by the close of business on the day such payment is scheduled to be due. A Mortgage Loan is “30 days delinquent” if such payment has not been received by the close of business on the last day of the month in which such payment was due. For example, a Mortgage Loan with a payment due on December 1 that remained unpaid as of the close of business on December 31 would then be considered to be 30 to 59 days delinquent. Similarly for “60 days delinquent,” “90 days delinquent” 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.This method of determining delinquencies is also referred to as the MBA method.

Depositor: Structured Asset Mortgage Investments II Inc., a Delaware corporation, or its successors in interest.

Depository: The Depository Trust Company, the nominee of which is Cede & Co., or any successor thereto.

Depository Agreement: The meaning specified in Subsection 5.01(a) hereof.

Depository Participant: A broker, dealer, bank or other financial institution or other Person for whom from time to time the Depository effects book-entry transfers and pledges of securities deposited with the Depository.

Designated Depository Institution: A depository institution (commercial bank, federal savings bank, mutual savings bank or savings and loan association) or trust company (which may include the Trustee), the deposits of which are fully insured by the FDIC to the extent provided by law.

Determination Date: With respect to each Mortgage Loan, the Determination Date as defined in the related Servicing Agreement.

Disqualified Organization: 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 the Freddie Mac or any successor thereto, a majority of its board of directors is not selected by such governmental unit), (ii) any 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), (iv) rural electric and telephone cooperatives described in Section 1381(a)(2)(C) of the Code or (v) any other Person so designated by the Trustee and the Certificate Registrar based upon an Opinion of Counsel that the holding of an ownership interest in a Residual Certificate by such Person may cause any REMIC contained in the Trust or any Person having an ownership interest in the Residual Certificate (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 Residual 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 Account: The trust account or accounts created and maintained pursuant to Section 4.04, which shall be denominated “Wells Fargo Bank, National Association, as Paying Agent, for the benefit of the registered holders of Structured Asset Mortgage Investments II Inc., Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2 - Distribution Account.” The Distribution Account shall be an Eligible Account.

Distribution Date: The 25th day of any month, beginning in the month immediately following the month of the Closing Date, or, if such 25th day is not a Business Day, the Business Day immediately following.

DTC Custodian: Wells Fargo Bank, N.A., or its successors in interest as custodian for the Depository.

Due Date: With respect to each Mortgage Loan, the date in each month on which its Scheduled Payment is due if such due date is the first day of a month and otherwise is deemed to be the first day of the following month or such other date specified in the related Servicing Agreement.

Due Period: With respect to any Distribution Date and each Mortgage Loan, the period commencing on the second day of the month preceding the month in which the Distribution Date occurs and ending at the close of business on the first day of the month in which the Distribution Date occurs.

EDGAR: As defined in Section 3.18.

Eligible Account: Any of (i) a segregated account maintained with a federal or state chartered depository institution (A) the short-term obligations of which are rated A-2 or better by S&P and P-1 by Moody’s at the time of any deposit therein or (B) insured by the FDIC (to the limits established by such Corporation), the uninsured deposits in which account are otherwise secured such that, as evidenced by an Opinion of Counsel (obtained by the Person requesting that the account be held pursuant to this clause (i)) delivered to the Trustee prior to the establishment of such account, the Certificateholders will have a claim with respect to the funds in such account and a perfected first priority security interest against any collateral (which shall be limited to Permitted Investments, each of which shall mature not later than the Business Day immediately preceding the Distribution Date next following the date of investment in such collateral or the Distribution Date if such Permitted Investment is an obligation of the institution that maintains the Distribution Account) securing such funds that is superior to claims of any other depositors or general creditors of the depository institution with which such account is maintained, (ii) a segregated trust account or accounts maintained with a federal or state chartered depository institution or trust company with trust powers acting in its fiduciary capacity or (iii) a segregated account or accounts of a depository institution acceptable to the Rating Agencies (as evidenced in writing by the Rating Agencies that use of any such account as the Distribution Account will not have an adverse effect on the then-current ratings assigned to the Classes of Certificates then rated by the Rating Agencies). Eligible Accounts may bear interest.

EMC: EMC Mortgage Corporation, or its successor in interest.

ERISA: The Employee Retirement Income Security Act of 1974, as amended.

Event of Default: An event of default described in Section 8.01.

Excess Liquidation Proceeds: To the extent that such amount is not required by law to be paid to the related Mortgagor, the amount, if any, by which Liquidation Proceeds with respect to a Liquidated Mortgage Loan exceed the sum of (i) the Outstanding Principal Balance of such Mortgage Loan and accrued but unpaid interest at the related Mortgage Interest Rate through the last day of the month in which the related Liquidation Date occurs, plus (ii) related Liquidation Expenses.

Exchange Act: Securities Exchange Act of 1934, as amended.

Exchange Act Reports: Any reports required to be filed pursuant to Section 3.18 of this Agreement.

Fannie Mae: Federal National Mortgage Association or any successor thereto.

FDIC: Federal Deposit Insurance Corporation or any successor thereto.

Final Certification: The certification substantially in the form of Exhibit Three to the Custodial Agreement.

Fiscal Quarter: December 1 to February 29 (or the last day in such month), March 1 to May 31, June 1 to August 31, or September 1 to November 30, as applicable.

Fitch: Fitch, Inc.

Fractional Undivided Interest: With respect to any Class of Certificates, the fractional undivided interest evidenced by any Certificate of such Class the numerator of which is the Current Principal Amount of such Certificate and the denominator of which is the Current Principal Amount of such Class. With respect to the Certificates in the aggregate, the fractional undivided interest evidenced by (i) each Class of Residual Certificates will be deemed to equal 0.25% multiplied by the percentage interest of such Residual Certificate and (ii) a Certificate of any other Class will be deemed to equal 99.25% multiplied by a fraction, the numerator of which is the Current Principal Amount of such Certificate and the denominator of which is the aggregate Current Principal Amount of all the Certificates.

Freddie Mac: Freddie Mac, formerly the Federal Home Loan Mortgage Corporation, or any successor thereto.

Global Certificate: Any Private Certificate registered in the name of the Depository or its nominee, beneficial interests in which are reflected on the books of the Depository or on the books of a Person maintaining an account with such Depository (directly or as an indirect participant in accordance with the rules of such depository).

GMAC Mortgage: GMAC Mortgage Corporation, or its successor in interest.

GMAC Mortgage Servicing Agreement: The Seller’s Warranties and Servicing Agreement, dated as of May 1, 2001, as amended by Amendment No. 1 on October 1, 2001 and Amendment No. 2 on July 31, 2002 between the Seller and GMAC Mortgage, attached hereto as H-1, as modified by the related Assignment Agreement.

Gross Margin: As to each Mortgage Loan, the fixed percentage set forth in the related Mortgage Note and indicated on the Mortgage Loan Schedule which percentage is added to the related Index on each Interest Adjustment Date to determine (subject to rounding, the minimum and maximum Mortgage Interest Rate and the Periodic Rate Cap) the Mortgage Interest Rate until the next Interest Adjustment Date.

Group I Available Funds, Group II Available Funds, Group III Available Funds and Group IV Available Funds: With respect to any Distribution Date, an amount equal to the aggregate of the following amounts with respect to the Mortgage Loans in the related Loan Group: (a) all previously undistributed payments on account of principal (including the principal portion of Scheduled Payments, Principal Prepayments and the principal portion of Net Liquidation Proceeds) and all previously undistributed payments on account of interest received after the Cut-off Date and on or prior to the related Determination Date, (b) any Monthly Advances and Compensating Interest Payments by the Servicers or the Master Servicer with respect to such Distribution Date and (c) any reimbursed amount in connection with losses on investments of deposits in an account, except:

(i)all payments that were due on or before the Cut-off Date;

(ii)all Principal Prepayments and Liquidation Proceeds received after the applicable Prepayment Period;

(iii)all payments, other than Principal Prepayments, that represent early receipt of Scheduled Payments due on a date or dates subsequent to the related Due Date;

(iv)amounts received on particular Mortgage Loans as late payments of principal or interest and respecting which, and to the extent that, there are any unreimbursed Monthly Advances;

(v)amounts representing Monthly Advances determined to be Nonrecoverable Advances;

(vi)any investment earnings on amounts on deposit in the Distribution Account and amounts permitted to be withdrawn from the Distribution Account pursuant to this Agreement;

(vii)amounts needed to pay the Servicing Fees or to reimburse any Servicer or the Master Servicer for amounts due under the applicable Servicing Agreement and the Agreement to the extent such amounts have not been retained by, or paid previously to, such Servicer or the Master Servicer;

(viii)any fees payable under any lender-paid primary mortgage insurance policy; and

(ix)any expenses or other amounts reimbursable to the Trustee, the Securities Administrator and the Custodian pursuant to Section 7.04(c) or Section 9.05.

Group I Mortgage Loans: The Mortgage Loans identified as such on the Mortgage Loan Schedule.

Group I Senior Certificates: The Class I-A-1 Certificates and Class I-A-2 Certificates.

Group I Senior Optimal Principal Amount, Group II Senior Optimal Principal Amount, Group III Senior Optimal Principal Amount and Group IV Senior Optimal Principal Amount: With respect to each Distribution Date, an amount equal to the sum, without duplication, of the following (but in no event greater than the aggregate Current Principal Amount of the Group I, Group II, Group III or Group IV Senior Certificates, as applicable, immediately prior to such Distribution Date):

(i)the applicable Senior Percentage of the principal portion of all Scheduled Payments due on each Outstanding Mortgage Loan in the related Loan Group on the related Due Date as specified in the amortization schedule at the time applicable thereto (after adjustments for previous Principal Prepayments but before any adjustment to such amortization schedule by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period);

(ii)the applicable Senior Prepayment Percentage of the Scheduled Principal Balance of each Mortgage Loan in the related Loan Group which was the subject of a Principal Prepayment in full received by the Servicers during the related Prepayment Period;

(iii)the applicable Senior Prepayment Percentage of all Principal Prepayments in part received by the Servicers during the related Prepayment Period with respect to each Mortgage Loan in the related Loan Group;

(iv)the lesser of (a) the applicable Senior Prepayment Percentage of the sum of (A) all Net Liquidation Proceeds allocable to principal received in respect of each Mortgage Loan in the related Loan Group which became a Liquidated Mortgage Loan during the related Prepayment Period (other than Mortgage Loans described in the immediately following clause (B)) and all Subsequent Recoveries received in respect of each Liquidated Mortgage Loan in the related Loan Group during the related Due Period and (B) the Scheduled Principal Balance of each such Mortgage Loan in the related Loan Group purchased by an insurer from the Trustee during the related Prepayment Period pursuant to the related Primary Mortgage Insurance Policy, if any, or otherwise; and (b) the applicable Senior Percentage of the sum of (A) the Scheduled Principal Balance of each Mortgage Loan in the related Loan Group which became a Liquidated Mortgage Loan during the related Prepayment Period (other than the Mortgage Loans described in the immediately following clause (B)) and (B) the Scheduled Principal Balance of each such Mortgage Loan in the related Loan Group that was purchased by an insurer from the Trust during the related Prepayment Period pursuant to the related Primary Mortgage Insurance Policy, if any or otherwise; and

(v)the applicable Senior Prepayment Percentage of the sum of (a) the Scheduled Principal Balance of each Mortgage Loan in the related Loan Group which was repurchased by the Seller in connection with such Distribution Date and (b) the excess, if any, of the Scheduled Principal Balance of each Mortgage Loan in the related Loan Group that has been replaced by the Seller with a Substitute Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement in connection with such Distribution Date over the Scheduled Principal Balance of each such Substitute Mortgage Loan.

Group I Senior Percentage: Initially, 95.50%. On any Distribution Date, the lesser of (i) 100% and (ii) the percentage (carried to six places rounded up) obtained by dividing the aggregate Current Principal Amount of the Group I Senior Certificates immediately preceding such Distribution Date by the aggregate Scheduled Principal Balance of the Group I Mortgage Loans as of the beginning of the related Due Period.

Group I Senior Prepayment Percentage: On any Distribution Date occurring during the periods set forth below, as follows:

Period (dates inclusive)	Group I Senior Prepayment Percentage
June 25, 2006 - May 25, 2013	100%
June 25, 2013 - May 25, 2014	Group I Senior Percentage plus 70% of the Group I Subordinate Percentage
June 25, 2014 - May 25, 2015	Group I Senior Percentage plus 60% of the Group I Subordinate Percentage
June 25, 2015 - May 25, 2016	Group I Senior Percentage plus 40% of the Group I Subordinate Percentage
June 25, 2016 - May 25, 2017	Group I Senior Percentage plus 20% of the Group I Subordinate Percentage
June 25, 2017 and thereafter	Group I Senior Percentage

In addition, no reduction of the Group I Senior Prepayment Percentage shall occur on any Distribution Date unless, as of the last day of the month preceding such Distribution Date, (A) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 50%; and (B) cumulative Realized Losses on the Mortgage Loans do not exceed (a) 30% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2013 and May 2014, (b) 35% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2014 and May 2015, (c) 40% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2015 and May 2016, (d) 45% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2016 and May 2017, and (e) 50% of the Original Subordinate Principal Balance if such Distribution Date occurs during or after June 2017.

In addition, if on any Distribution Date the current weighted average of the Subordinate Percentages is equal to or greater than two times the initial weighted average of the Subordinate Percentages, and (a) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and bankruptcy and such Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 50% and (b)(i) on or prior to the Distribution Date in May 2009 cumulative Realized Losses on the Mortgage Loans as of the end of the related Prepayment Period do not exceed 20% of the Original Subordinate Principal Balance and (ii) after the Distribution Date in May 2009 cumulative Realized Losses on the Mortgage Loans as of the end of the related Prepayment Period do not exceed 30% of the Original Subordinate Principal Balance, then, the Group I Senior Prepayment Percentage for such Distribution Date will equal the Group I Senior Percentage; provided, however, if on such Distribution Date the current weighted average of the Subordinate Percentages is equal to or greater than two times the initial weighted average of the Subordinate Percentages on or prior to the Distribution Date occurring in May 2009 and the above delinquency and loss tests are met, then the Group I Senior Prepayment Percentage for such Distribution Date will equal the Group I Senior Percentage plus 50% of the Group I Subordinate Percentage.

Notwithstanding the foregoing, if on any Distribution Date, the percentage, the numerator of which is the aggregate Current Principal Amount of the Senior Certificates immediately preceding such Distribution Date, and the denominator of which is the Scheduled Principal Balance of the Mortgage Loans as of the beginning of the related Due Period, exceeds such percentage as of the Cut-off Date, then the Group I Senior Prepayment Percentage for such Distribution Date will equal 100%. On the Distribution Date on which the Current Principal Amounts of the Group I Senior Certificates are reduced to zero, the Group I Senior Prepayment Percentage shall be the minimum percentage sufficient to effect such reduction and thereafter shall be zero.

Group I Subordinate Percentage: On any Distribution Date, 100% minus the Group I Senior Percentage.

Group I Subordinate Prepayment Percentage: With respect to the Group I Mortgage Loans, on any Distribution Date, 100% minus the Group I Senior Prepayment Percentage, except that on any Distribution Date after the Current Principal Amounts of the Group I Senior Certificates have each been reduced to zero, if (a) the weighted average of the Subordinate Percentages on such Distribution Date equals or exceeds two times the initial weighted average of the Subordinate Percentages and (b) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 100%, the Group I Subordinate Prepayment Percentage will equal 100%. If the test set forth in the preceding sentence is not satisfied on any Distribution Date after the Current Principal Amount of the Group I Senior Certificates has each been reduced to zero, then the Group I Subordinate Prepayment Percentage will equal zero for such Distribution Date.

Group II Mortgage Loans: The Mortgage Loans identified as such on the Mortgage Loan Schedule.

Group II Senior Certificates: The Class II-A-1, Class II-A-2 and Class II-X Certificates.

Group II Senior Percentage: Initially, 95.50%. On any Distribution Date, the lesser of (i) 100% and (ii) the percentage (carried to six places rounded up) obtained by dividing the aggregate Current Principal Amount of the Group II Senior Certificates immediately preceding such Distribution Date by the aggregate Scheduled Principal Balance of the Group II Mortgage Loans as of the beginning of the related Due Period.

Group II Senior Prepayment Percentage: On any Distribution Date occurring during the periods set forth below, as follows:

Period (dates inclusive)	Group II Senior Prepayment Percentage
June 25, 2006 - May 25, 2013	100%
June 25, 2013 - May 25, 2014	Group II Senior Percentage plus 70% of the Group II Subordinate Percentage
June 25, 2014 - May 25, 2015	Group II Senior Percentage plus 60% of the Group II Subordinate Percentage
June 25, 2015 - May 25, 2016	Group II Senior Percentage plus 40% of the Group II Subordinate Percentage
June 25, 2016 - May 25, 2017	Group II Senior Percentage plus 20% of the Group II Subordinate Percentage
June 25, 2017 and thereafter	Group II Senior Percentage

In addition, no reduction of the Group II Senior Prepayment Percentage shall occur on any Distribution Date unless, as of the last day of the month preceding such Distribution Date, (A) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 50%; and (B) cumulative Realized Losses on the Mortgage Loans do not exceed (a) 30% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2013 and May 2014, (b) 35% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2014 and May 2015, (c) 40% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2015 and May 2016, (d) 45% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2016 and May 2017, and (e) 50% of the Original Subordinate Principal Balance if such Distribution Date occurs during or after June 2017.

In addition, if on any Distribution Date the current weighted average of the Subordinate Percentages is equal to or greater than two times the initial weighted average of the Subordinate Percentages, and (a) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and bankruptcy and such Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 50% and (b)(i) on or prior to the Distribution Date in May 2009 cumulative Realized Losses on the Mortgage Loans as of the end of the related Prepayment Period do not exceed 20% of the Original Subordinate Principal Balance and (ii) after the Distribution Date in May 2009 cumulative Realized Losses on the Mortgage Loans as of the end of the related Prepayment Period do not exceed 30% of the Original Subordinate Principal Balance, then, the Group II Senior Prepayment Percentage for such Distribution Date will equal the Group II Senior Percentage; provided, however, if on such Distribution Date the current weighted average of the Subordinate Percentages is equal to or greater than two times the initial weighted average of the Subordinate Percentages on or prior to the Distribution Date occurring in May 2009 and the above delinquency and loss tests are met, then the Group II Senior Prepayment Percentage for such Distribution Date will equal the Group II Senior Percentage plus 50% of the Group II Subordinate Percentage.

Notwithstanding the foregoing, if on any Distribution Date, the percentage, the numerator of which is the aggregate Current Principal Amount of the Senior Certificates immediately preceding such Distribution Date, and the denominator of which is the Scheduled Principal Balance of the Mortgage Loans as of the beginning of the related Due Period, exceeds such percentage as of the Cut-off Date, then the Group II Senior Prepayment Percentage for such Distribution Date will equal 100%. On the Distribution Date on which the Current Principal Amounts of the Group II Senior Certificates are reduced to zero, the Group II Senior Prepayment Percentage shall be the minimum percentage sufficient to effect such reduction and thereafter shall be zero.

Group II Subordinate Percentage: On any Distribution Date, 100% minus the Group II Senior Percentage.

Group II Subordinate Prepayment Percentage: With respect to the Group II Mortgage Loans, on any Distribution Date, 100% minus the Group II Senior Prepayment Percentage, except that on any Distribution Date after the Current Principal Amounts of the Group II Senior Certificates have each been reduced to zero, if (a) the weighted average of the Subordinate Percentages on such Distribution Date equals or exceeds two times the initial weighted average of the Subordinate Percentages and (b) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 100%, the Group II Subordinate Prepayment Percentage will equal 100%. If the test set forth in the preceding sentence is not satisfied on any Distribution Date after the Current Principal Amount of the Group II Senior Certificates has each been reduced to zero, then the Group II Subordinate Prepayment Percentage will equal zero for such Distribution Date.

Group III Mortgage Loans: The Mortgage Loans identified as such on the Mortgage Loan Schedule.

Group III Senior Certificates: The Class III-A-1, Class III-A-2, Class III-A-3 and Class III-X Certificates.

Group III Senior Percentage: Initially, 95.50%. On any Distribution Date, the lesser of (i) 100% and (ii) the percentage (carried to six places rounded up) obtained by dividing the aggregate Current Principal Amount of the Group III Senior Certificates immediately preceding such Distribution Date by the aggregate Scheduled Principal Balance of the Group III Mortgage Loans as of the beginning of the related Due Period.

Group III Senior Prepayment Percentage: On any Distribution Date occurring during the periods set forth below, as follows:

Period (dates inclusive)	Group III Senior Prepayment Percentage
June 25, 2006 - May 25, 2013	100%
June 25, 2013 - May 25, 2014	Group III Senior Percentage plus 70% of the Group III Subordinate Percentage
June 25, 2014 - May 25, 2015	Group III Senior Percentage plus 60% of the Group III Subordinate Percentage
June 25, 2015 - May 25, 2016	Group III Senior Percentage plus 40% of the Group III Subordinate Percentage
June 25, 2016 - May 25, 2017	Group III Senior Percentage plus 20% of the Group III Subordinate Percentage
June 25, 2017 and thereafter	Group III Senior Percentage

In addition, no reduction of the Group III Senior Prepayment Percentage shall occur on any Distribution Date unless, as of the last day of the month preceding such Distribution Date, (A) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 50%; and (B) cumulative Realized Losses on the Mortgage Loans do not exceed (a) 30% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2013 and May 2014, (b) 35% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2014 and May 2015, (c) 40% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2015 and May 2016, (d) 45% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2016 and May 2017, and (e) 50% of the Original Subordinate Principal Balance if such Distribution Date occurs during or after June 2017.

In addition, if on any Distribution Date the current weighted average of the Subordinate Percentages is equal to or greater than two times the initial weighted average of the Subordinate Percentages, and (a) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and bankruptcy and such Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 50% and (b)(i) on or prior to the Distribution Date in May 2009 cumulative Realized Losses on the Mortgage Loans as of the end of the related Prepayment Period do not exceed 20% of the Original Subordinate Principal Balance and (ii) after the Distribution Date in May 2009 cumulative Realized Losses on the Mortgage Loans as of the end of the related Prepayment Period do not exceed 30% of the Original Subordinate Principal Balance, then, the Group III Senior Prepayment Percentage for such Distribution Date will equal the Group III Senior Percentage; provided, however, if on such Distribution Date the current weighted average of the Subordinate Percentages is equal to or greater than two times the initial weighted average of the Subordinate Percentages on or prior to the Distribution Date occurring in May 2009 and the above delinquency and loss tests are met, then the Group III Senior Prepayment Percentage for such Distribution Date will equal the Group III Senior Percentage plus 50% of the Group III Subordinate Percentage.

Notwithstanding the foregoing, if on any Distribution Date, the percentage, the numerator of which is the aggregate Current Principal Amount of the Senior Certificates immediately preceding such Distribution Date, and the denominator of which is the Scheduled Principal Balance of the Mortgage Loans as of the beginning of the related Due Period, exceeds such percentage as of the Cut-off Date, then the Group III Senior Prepayment Percentage for such Distribution Date will equal 100%. On the Distribution Date on which the Current Principal Amounts of the Group III Senior Certificates are reduced to zero, the Group III Senior Prepayment Percentage shall be the minimum percentage sufficient to effect such reduction and thereafter shall be zero.

Group III Subordinate Percentage: On any Distribution Date, 100% minus the Group III Senior Percentage.

Group III Subordinate Prepayment Percentage: With respect to the Group III Mortgage Loans, on any Distribution Date, 100% minus the Group III Senior Prepayment Percentage, except that on any Distribution Date after the Current Principal Amounts of the Group III Senior Certificates have each been reduced to zero, if (a) the weighted average of the Subordinate Percentages on such Distribution Date equals or exceeds two times the initial weighted average of the Subordinate Percentages and (b) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 100%, the Group III Subordinate Prepayment Percentage will equal 100%. If the test set forth in the preceding sentence is not satisfied on any Distribution Date after the Current Principal Amount of the Group III Senior Certificates has each been reduced to zero, then the Group III Subordinate Prepayment Percentage will equal zero for such Distribution Date.

Group IV Mortgage Loans: The Mortgage Loans identified as such on the Mortgage Loan Schedule.

Group IV Senior Certificates: The Class IV-A-1 Certificates and Class IV-A-2 Certificates.

Group IV Senior Percentage: Initially, 95.50%. On any Distribution Date, the lesser of (i) 100% and (ii) the percentage (carried to six places rounded up) obtained by dividing the aggregate Current Principal Amount of the Group IV Senior Certificates immediately preceding such Distribution Date by the aggregate Scheduled Principal Balance of the Group IV Mortgage Loans as of the beginning of the related Due Period.

Group IV Senior Prepayment Percentage: On any Distribution Date occurring during the periods set forth below, as follows:

Period (dates inclusive)	Group III Senior Prepayment Percentage
June 25, 2006 - May 25, 2013	100%
June 25, 2013 - May 25, 2014	Group IV Senior Percentage plus 70% of the Group IV Subordinate Percentage
June 25, 2014 - May 25, 2015	Group IV Senior Percentage plus 60% of the Group IV Subordinate Percentage
June 25, 2015 - May 25, 2016	Group IV Senior Percentage plus 40% of the Group IV Subordinate Percentage
June 25, 2016 - May 25, 2017	Group IV Senior Percentage plus 20% of the Group IV Subordinate Percentage
June 25, 2017 and thereafter	Group IV Senior Percentage

In addition, no reduction of the Group IV Senior Prepayment Percentage shall occur on any Distribution Date unless, as of the last day of the month preceding such Distribution Date, (A) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 50%; and (B) cumulative Realized Losses on the Mortgage Loans do not exceed (a) 30% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2013 and May 2014, (b) 35% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2014 and May 2015, (c) 40% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2015 and May 2016, (d) 45% of the Original Subordinate Principal Balance if such Distribution Date occurs between and including June 2016 and May 2017, and (e) 50% of the Original Subordinate Principal Balance if such Distribution Date occurs during or after June 2017.

In addition, if on any Distribution Date the current weighted average of the Subordinate Percentages is equal to or greater than two times the initial weighted average of the Subordinate Percentages, and (a) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and bankruptcy and such Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 50% and (b)(i) on or prior to the Distribution Date in May 2009 cumulative Realized Losses on the Mortgage Loans as of the end of the related Prepayment Period do not exceed 20% of the Original Subordinate Principal Balance and (ii) after the Distribution Date in May 2009 cumulative Realized Losses on the Mortgage Loans as of the end of the related Prepayment Period do not exceed 30% of the Original Subordinate Principal Balance, then, the Group IV Senior Prepayment Percentage for such Distribution Date will equal the Group IV Senior Percentage; provided, however, if on such Distribution Date the current weighted average of the Subordinate Percentages is equal to or greater than two times the initial weighted average of the Subordinate Percentages on or prior to the Distribution Date occurring in May 2009 and the above delinquency and loss tests are met, then the Group IV Senior Prepayment Percentage for such Distribution Date will equal the Group IV Senior Percentage plus 50% of the Group IV Subordinate Percentage.

Notwithstanding the foregoing, if on any Distribution Date, the percentage, the numerator of which is the aggregate Current Principal Amount of the Senior Certificates immediately preceding such Distribution Date, and the denominator of which is the Scheduled Principal Balance of the Mortgage Loans as of the beginning of the related Due Period, exceeds such percentage as of the Cut-off Date, then the Group IV Senior Prepayment Percentage for such Distribution Date will equal 100%. On the Distribution Date on which the Current Principal Amounts of the Group IV Senior Certificates are reduced to zero, the Group IV Senior Prepayment Percentage shall be the minimum percentage sufficient to effect such reduction and thereafter shall be zero.

Group IV Subordinate Percentage: On any Distribution Date, 100% minus the Group IV Senior Percentage.

Group IV Subordinate Prepayment Percentage: With respect to the Group IV Mortgage Loans, on any Distribution Date, 100% minus the Group IV Senior Prepayment Percentage, except that on any Distribution Date after the Current Principal Amounts of the Group IV Senior Certificates have each been reduced to zero, if (a) the weighted average of the Subordinate Percentages on such Distribution Date equals or exceeds two times the initial weighted average of the Subordinate Percentages and (b) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 100%, the Group IV Subordinate Prepayment Percentage will equal 100%. If the test set forth in the preceding sentence is not satisfied on any Distribution Date after the Current Principal Amount of the Group IV Senior Certificates has each been reduced to zero, then the Group IV Subordinate Prepayment Percentage will equal zero for such Distribution Date.

Holder: The Person in whose name a Certificate is registered in the Certificate Register, except that, subject to Subsections 12.02(b) and 12.05(e), solely for the purpose of giving any consent pursuant to this Agreement, any Certificate registered in the name of the Depositor, the Master Servicer or the Trustee or any Affiliate thereof shall be deemed not to be outstanding and the Fractional Undivided Interest evidenced thereby shall not be taken into account in determining whether the requisite percentage of Fractional Undivided Interests necessary to effect any such consent has been obtained.

Indemnified Persons: The Trustee, the Master Servicer, the Custodian and the Securities Administrator and their officers, directors, agents and employees and, with respect to the Trustee, any separate co-trustee and its officers, directors, agents and employees.

Independent: When used with respect to any specified Person, this term means that such Person (a) is in fact independent of the Depositor or the Master Servicer and of any Affiliate of the Depositor or the Master Servicer, (b) does not have any direct financial interest or any material indirect financial interest in the Depositor or the Master Servicer or any Affiliate of the Depositor or the Master Servicer and (c) is not connected with the Depositor or the Master Servicer or any Affiliate as an officer, employee, promoter, underwriter, trustee, partner, director or person performing similar functions.

Index: The index, if any, specified in a Mortgage Note by reference to which the related Mortgage Interest Rate will be adjusted from time to time.

Individual Certificate: Any Private Certificate registered in the name of the Holder other than the Depository or its nominee.

Initial Certification: The certification substantially in the form of Exhibit One to the Custodial Agreement.

Institutional Accredited Investor: Any Person meeting the requirements of Rule 501(a)(l), (2), (3) or (7) of Regulation D under the Securities Act or any entity all of the equity holders in which come within such paragraphs.

Insurance Policy: With respect to any Mortgage Loan, any standard hazard insurance policy, flood insurance policy or title insurance policy.

Insurance Proceeds: Amounts paid by the insurer under any Insurance Policy covering any Mortgage Loan or Mortgaged Property other than amounts required to be paid over to the Mortgagor pursuant to law or the related Mortgage Note or Security Instrument and other than amounts used to repair or restore the Mortgaged Property or to reimburse insured expenses.

Interest Accrual Period: With respect to each Distribution Date, for each Class of Certificates, the calendar month preceding the month in which such Distribution Date occurs.

Interest Adjustment Date: With respect to a Mortgage Loan, the date, if any, specified in the related Mortgage Note on which the Mortgage Interest Rate is subject to adjustment.

Interest Only Certificates: The Class II-X Certificates and Class III-X Certificates.

Interest Shortfall: With respect to any Distribution Date and each Mortgage Loan that during the related Prepayment Period was the subject of a Principal Prepayment or constitutes a Relief Act Mortgage Loan, an amount determined as follows:

(a)Partial principal prepayments received during the relevant Prepayment Period: The difference between (i) one month’s interest at the applicable Net Rate on the amount of such prepayment and (ii) the amount of interest of such prepayment (adjusted to the applicable Net Rate) received at the time of such prepayment;

(b)Principal prepayments in full received during the relevant Prepayment Period: The difference between (i) one month’s interest at the applicable Net Rate on the Scheduled Principal Balance of such Mortgage Loan immediately prior to such prepayment and (ii) the amount of interest of such prepayment (adjusted to the applicable Net Rate) received at the time of such prepayment; and

(c)Relief Act Mortgage Loans: As to any Relief Act Mortgage Loan, the excess of (i) 30 days’ interest (or, in the case of a principal prepayment in full, interest to the date of prepayment) on the Scheduled Principal Balance thereof (or, in the case of a principal prepayment in part, on the amount so prepaid) at the related Net Rate over (ii) 30 days’ interest (or, in the case of a principal prepayment in full, interest to the date of prepayment) on such Scheduled Principal Balance (or, in the case of a Principal Prepayment in part, on the amount so prepaid) at the Net Rate required to be paid by the Mortgagor as limited by application of the Relief Act.

Interim Certification: The certification substantially in the form of Exhibit Two to the Custodial Agreement.

Investment Letter: The letter to be furnished by each Institutional Accredited Investor which purchases any of the Private Certificates in connection with such purchase, substantially in the form set forth as Exhibit F-1 hereto.

Lender-Paid PMI Rate: With respect to each Mortgage Loan covered by a lender-paid primary mortgage insurance policy, the amount payable to the related insurer, as stated in the Mortgage Loan Schedule.

Liquidated Mortgage Loan: Any defaulted Mortgage Loan as to which the related Servicer or the Master Servicer has determined that all amounts it expects to recover from or on account of such Mortgage Loan have been recovered.

Liquidation Date: With respect to any Liquidated Mortgage Loan, the date on which the Master Servicer or the related Servicer has certified that such Mortgage Loan has become a Liquidated Mortgage Loan.

Liquidation Expenses: With respect to a Mortgage Loan in liquidation, unreimbursed expenses paid or incurred by or for the account of the Master Servicer or the related Servicers in connection with the liquidation of such Mortgage Loan and the related Mortgage Property, such expenses including (a) property protection expenses, (b) property sales expenses, (c) foreclosure and sale costs, including court costs and reasonable attorneys’ fees, and (d) similar expenses reasonably paid or incurred in connection with liquidation.

Liquidation Proceeds: Cash received in connection with the liquidation of a defaulted Mortgage Loan, whether through trustee’s sale, foreclosure sale, Insurance Proceeds, condemnation proceeds or otherwise and any Subsequent Recoveries.

Loan Group: Loan Group I, Loan Group II, Loan Group III or Loan Group IV, as applicable.

Loan Group I: The group of Mortgage Loans designated as belonging to Loan Group I on the Mortgage Loan Schedule.

Loan Group II: The group of Mortgage Loans designated as belonging to Loan Group II on the Mortgage Loan Schedule.

Loan Group III: The group of Mortgage Loans designated as belonging to Loan Group III on the Mortgage Loan Schedule.

Loan Group IV: The group of Mortgage Loans designated as belonging to Loan Group IV on the Mortgage Loan Schedule.

Loan-to-Value Ratio: With respect to any Mortgage Loan, the fraction, expressed as a percentage, the numerator of which is the original principal balance of the related Mortgage Loan and the denominator of which is the Original Value of the related Mortgaged Property.

Loss Allocation Limitation: The meaning specified in Section 6.02(c) hereof.

Loss Severity Percentage: With respect to any Distribution Date, the percentage equivalent of a fraction, the numerator of which is the amount of Realized Losses incurred on a Mortgage Loan and the denominator of which is the Scheduled Principal Balance of such Mortgage Loan immediately prior to the liquidation of such Mortgage Loan.

Lost Notes: The original Mortgage Notes that have been lost, as indicated on the Mortgage Loan Schedule.

Master Servicer: As of the Closing Date, Wells Fargo Bank, N.A. and, thereafter, its respective successors in interest who meet the qualifications of the Servicing Agreements and this Agreement.

Master Servicing Compensation: The meaning specified in Section 3.14.

Material Defect: The meaning specified in Section 2.02(a).

Maximum Lifetime Mortgage Rate: The maximum level to which a Mortgage Interest Rate can adjust in accordance with its terms, regardless of changes in the applicable Index.

MERS: Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto.

MERS® 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® System.

Minimum Lifetime Mortgage Rate: The minimum level to which a Mortgage Interest Rate can adjust in accordance with its terms, regardless of changes in the applicable Index.

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, or as nominee for any subsequent assignee of the originator pursuant to an assignment of mortgage to MERS.

Monthly Advance: An advance of principal or interest required to be made by the applicable Servicer pursuant to the related Servicing Agreement or the Master Servicer pursuant to Section 6.05.

Moody’s: Moody’s Investors Service, Inc. or its successor in interest.

Mortgage File: The mortgage documents listed in Section 2.01(b) pertaining to a particular Mortgage Loan and any additional documents required to be added to the Mortgage File pursuant to this Agreement.

Mortgage Interest Rate: The annual rate at which interest accrues from time to time on any Mortgage Loan pursuant to the related Mortgage Note, which rate is initially equal to the “Mortgage Interest Rate” set forth with respect thereto on the Mortgage Loan Schedule.

Mortgage Loan: A mortgage loan transferred and assigned to the Trustee pursuant to Section 2.01 or Section 2.04 and held as a part of the Trust Fund, as identified in the Mortgage Loan Schedule (which shall include, without limitation, each related Mortgage Note, Mortgage and Mortgage File and all rights appertaining thereto), including a mortgage loan the property securing which has become an REO Property.

Mortgage Loan Purchase Agreement: The Mortgage Loan Purchase Agreement dated as of May 31, 2006, between EMC Mortgage Corporation, as seller, and Structured Asset Mortgage Investments II Inc., as purchaser, and all amendments thereof and supplements thereto, attached as Exhibit J.

Mortgage Loan Schedule: The list of Mortgage Loans (as from time to time amended to reflect the repurchase or substitute of Mortgage Loans pursuant to the provisions of this Agreement) transferred to the Trustee as part of the Trust Fund and from time to time subject to this Agreement, the initial Mortgage Loan Schedule being attached hereto as Exhibit B setting forth the following information with respect to each Mortgage Loan:

(a)the city, state and zip code of the Mortgaged Property;

(b)the property type;

(c)the Mortgage Interest Rate;

(d)the Servicing Fee Rate;

(e)the Master Servicer's Fee Rate;

(f)the LPMI Fee, if applicable;

(g)[reserved];

(h)the Net Rate;

(i)the maturity date;

(j)the stated original term to maturity;

(k)the stated remaining term to maturity;

(l)the original Principal Balance;

(m)the first payment date;

(n)the principal and interest payment in effect as of the Cut-off Date;

(o)the unpaid Principal Balance as of the Cut-off Date;

(p)the Loan-to-Value Ratio at origination;

(q)the insurer of any Primary Mortgage Insurance Policy;

(r)the MIN with respect to each MOM Loan;

(s)the Gross Margin, if applicable;

(t)the next Adjustment Date, if applicable;

(u)the Maximum Mortgage Rate, if applicable;

(v)the Minimum Mortgage Rate, if applicable;

(w)the Periodic Rate Cap, if applicable;

(x)the Loan Group, if applicable;

(y)a code indicating whether the Mortgage Loan is negatively amortizing;

(z)which Mortgage Loans adjust after an initial fixed-rate period of one, two, three, five, seven or ten years or any other period;

(aa)the Prepayment Charge, if any;

(bb)lien position (e.g., first lien or second lien);

(cc)a code indicating whether the Mortgage Loan is has a balloon payment;

(dd)a code indicating whether the Mortgage Loan is an interest-only loan;

(ee)the interest-only term, if applicable;

(ff)the Mortgage Loan Seller; and

(gg)the original amortization term.

Such schedule also shall set forth for all of the Mortgage Loans, the total number of Mortgage Loans, the total of each of the amounts described under (n) and (j) above, the weighted average by principal balance as of the Cut-off Date of each of the rates described under (c) through (h) above, and the weighted average remaining term to maturity by unpaid principal balance as of the Cut-off Date.

Mortgage Note: The originally executed note or other evidence of the indebtedness of a Mortgagor under the related Mortgage Loan.

Mortgaged Property: Land and improvements securing the indebtedness of a Mortgagor under the related Mortgage Loan or, in the case of REO Property, such REO Property.

Mortgagor: The obligor on a Mortgage Note.

Net Interest Shortfall: With respect to any Distribution Date, the Interest Shortfall, if any, for such Distribution Date net of Compensating Interest Payments made with respect to such Distribution Date.

Net Liquidation Proceeds: As to any Liquidated Mortgage Loan, Liquidation Proceeds net of (i) Liquidation Expenses which are payable therefrom to the related Servicer or the Master Servicer in accordance with the related Servicing Agreement or this Agreement and (ii) unreimbursed advances by the related Servicer or the Master Servicer and Monthly Advances.

Net Rate: With respect to each Mortgage Loan, the Mortgage Interest Rate in effect from time to time less the Aggregate Expense Rate (expressed as a per annum rate).

Non-Offered Subordinate Certificates: The Class B-4, Class B-5 and Class B-6 Certificates.

Nonrecoverable Advance: Any advance or Monthly Advance (i) which was previously made or is proposed to be made by the Master Servicer, the Trustee (as successor Master Servicer) or the applicable Servicer and (ii) which, in the good faith judgment of the Master Servicer, the Trustee or the applicable Servicer, will not or, in the case of a proposed advance or Monthly Advance, would not, be ultimately recoverable by the Master Servicer, the Trustee (as successor Master Servicer) or the applicable Servicer from Liquidation Proceeds, Insurance Proceeds or future payments on the Mortgage Loan for which such advance or Monthly Advance was made or is proposed to be made.

Notional Amount: With respect to the Class II-X Certificates, the Notional Amount of the Class II-X Certificates, as of any date of determination, is equal to the Current Principal Amount of the Class II-A-1 Certificates. With respect to the Class III-X Certificates, the Notional Amount of the Class III-X Certificates, as of any date of determination, is equal to the Current Principal Amount of the Class III-A-2 Certificates. Reference to the Notional Amount of the Class II-X Certificates and Class III-X Certificates is solely for convenience in calculation and does not represent the right to receive any distributions allocable to principal. For federal income tax purposes, however, the Notional Amounts of the Class II-X Certificates and Class III-X Certificates are equal to the Uncertificated Principal Balances of REMIC II Regular Interest II-A-1 and REMIC II Regular Interest III-A-2, respectively.

Offered Certificates: The Class I-A-1, Class I-A-2, Class II-A-1, Class II-A-2, Class II-X, Class III-A-1, Class III-A-2, Class III-A-3, Class III-X, Class IV-A-1, Class IV-A-2, Class R-I, Class R-II, Class R-III, Class B-l, Class B-2 and Class B-3 Certificates.

Offered Subordinate Certificates: The Class B-l, Class B-2 and Class B-3 Certificates.

Officer’s Certificate: A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, the President or a Vice President or Assistant Vice President or other authorized officer of the Master Servicer or the Depositor, as applicable, and delivered to the Trustee, as required by this Agreement.

Opinion of Counsel: A written opinion of counsel who is or are acceptable to the Trustee and who, unless required to be Independent (an “Opinion of Independent Counsel”), may be internal counsel for the Master Servicer or the Depositor.

Original Subordinate Principal Balance: The sum of the aggregate Current Principal Amounts of each Class of Subordinate Certificates as of the Closing Date.

Original Value: The lesser of (i) the Appraised Value or (ii) the sales price of a Mortgaged Property at the time of origination of a Mortgage Loan, except in instances where either clauses (i) or (ii) is unavailable, the other may be used to determine the Original Value, or if both clauses (i) and (ii) are unavailable, Original Value may be determined from other sources reasonably acceptable to the Depositor.

Outstanding Mortgage Loan: With respect to any Due Date, a Mortgage Loan which, prior to such Due Date, was not the subject of a Principal Prepayment in full, did not become a Liquidated Mortgage Loan and was not purchased or replaced.

Outstanding Principal Balance: As of the time of any determination, the principal balance of a Mortgage Loan remaining to be paid by the Mortgagor, or, in the case of an REO Property, the principal balance of the related Mortgage Loan remaining to be paid by the Mortgagor at the time such property was acquired by the Trust Fund less any Net Liquidation Proceeds with respect thereto to the extent applied to principal.

Pass-Through Rate: As to each Class of Certificates (other than the Class R Certificates), the REMIC I Regular Interests and the REMIC II Regular Interests, the rate of interest determined as provided with respect thereto in Section 5.01(c). Any monthly calculation of interest at a stated rate shall be based upon annual interest at such rate divided by twelve.

Paying Agent: The Securities Administrator or any successor paying agent appointed hereunder.

Periodic Rate Cap: With respect to each Mortgage Loan, the maximum adjustment that can be made to the Mortgage Interest Rate on each Interest Adjustment Date in accordance with its terms, regardless of changes in the applicable Index.

Permitted Investments: Any one or more of the following obligations or securities held in the name of the Trustee for the benefit of the Certificateholders:

(i)direct obligations of, and obligations the timely payment of which are fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America;

(ii)(a) demand or time deposits, federal funds or bankers’ acceptances issued by any depository institution or trust company incorporated under the laws of the United States of America or any state thereof (including the Trustee or the Master Servicer or its Affiliates acting in its commercial banking capacity) and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term debt rating and/or the long-term unsecured debt obligations of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment have the Applicable Credit Rating or better from each Rating Agency and (b) any other demand or time deposit or certificate of deposit that is fully insured by the Federal Deposit Insurance Corporation;

(iii)repurchase obligations with respect to (a) any security described in clause (i) above or (b) any other security issued or guaranteed by an agency or instrumentality of the United States of America, the obligations of which are backed by the full faith and credit of the United States of America, in either case entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above where the Trustee holds the security therefor;

(iv)securities bearing interest or sold at a discount issued by any corporation (including the Trustee or the Master Servicer or its Affiliates) incorporated under the laws of the United States of America or any state thereof that have the Applicable Credit Rating or better from each Rating Agency at the time of such investment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Permitted Investments to the extent that investments therein will cause the then outstanding principal amount of securities issued by such corporation and held as part of the Trust to exceed 10% of the aggregate Outstanding Principal Balances of all the Mortgage Loans and Permitted Investments held as part of the Trust;

(v)commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) having the Applicable Credit Rating or better from each Rating Agency at the time of such investment;

(vi)a Reinvestment Agreement issued by any bank, insurance company or other corporation or entity;

(vii)any other demand, money market or time deposit, obligation, security or investment as may be acceptable to each Rating Agency as evidenced in writing by each Rating Agency to the Trustee; and

(viii)interests in any money market fund (including any such fund managed or advised by the Trustee or Master Servicer or any affiliate thereof) which at the date of acquisition of the interests in such fund and throughout the time such interests are held in such fund has the highest applicable long term rating by each Rating Agency, if so rated, or such lower rating as will not result in the downgrading or withdrawal of the ratings then assigned to the Certificates by each Rating Agency; provided, however, that no instrument or security shall be a Permitted Investment if such instrument or security evidences a right to receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par or if such instrument or security is purchased at a price greater than par.

Permitted Transferee: Any Person other than a Disqualified Organization or an “electing large partnership” (as defined by Section 775 of the Code).

Person: Any individual, corporation, partnership, joint venture, association, limited liability company, joint-stock company, trust, unincorporated organization or government or any agency or political subdivision thereof.

Physical Certificates: The Residual Certificates and the Private Certificates.

Prepayment Charge: With respect to any Mortgage Loan, the charges or premiums, if any, due in connection with a full or partial prepayment of such Mortgage Loan in accordance with the terms thereof.

Prepayment Period: As to any Distribution Date, the period set forth in the related Servicing Agreement.

Primary Mortgage Insurance Policy: Any primary mortgage guaranty insurance policy issued in connection with a Mortgage Loan which provides compensation to a Mortgage Note holder in the event of default by the obligor under such Mortgage Note or the related Security Instrument, if any or any replacement policy therefor through the related Interest Accrual Period for such Class relating to a Distribution Date.

Principal Prepayment: Any payment (whether partial or full) or other recovery of principal on a Mortgage Loan which is received in advance of its scheduled Due Date to the extent that it is not accompanied by an amount as to interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment, including Insurance Proceeds and Repurchase Proceeds, but excluding the principal portion of Net Liquidation Proceeds.

Private Certificates: The Class B-4, Class B-5 and Class B-6 Certificates.

Protected Account: An account established and maintained for the benefit of Certificateholders by each Servicer with respect to the related Mortgage Loans and with respect to REO Property pursuant to the respective Servicing Agreements.

Purchase Price: With respect to any Mortgage Loan required to be repurchased by the Seller pursuant to Section 2.02 or 2.03 hereof, an amount equal to the sum of (i) 100% of the outstanding principal balance of the Mortgage Loan as of the date of such purchase plus (ii) accrued interest thereon at the applicable Mortgage Rate through the first day of the month in which the Purchase Price is to be distributed to Certificateholders, reduced by any portion of the Servicing Fee, Servicing Advances and Advances payable to the purchaser of the Mortgage Loan plus and (iii) any costs and damages (if any) incurred by the Trust in connection with any violation of such Mortgage Loan of any predatory lending laws.

QIB: A Qualified Institutional Buyer as defined in Rule 144A promulgated under the Securities Act.

Qualified Insurer: Any insurance company duly qualified as such under the laws of the state or states in which the related Mortgaged Property or Mortgaged Properties is or are located, duly authorized and licensed in such state or states to transact the type of insurance business in which it is engaged and approved as an insurer by the Master Servicer, so long as the claims paying ability of which is acceptable to the Rating Agencies for pass-through certificates having the same rating as the Certificates rated by the Rating Agencies as of the Closing Date.

Rating Agencies: Fitch and S&P.

Realized Loss: Any (i) Bankruptcy Loss or (ii) as to any Liquidated Mortgage Loan, (x) the Outstanding Principal Balance of such Liquidated Mortgage Loan plus accrued and unpaid interest thereon at the Mortgage Interest Rate through the last day of the month of such liquidation, less (y) the related Net Liquidation Proceeds with respect to such Mortgage Loan and the related Mortgaged Property. In addition, to the extent the Paying Agent receives Subsequent Recoveries with respect to any Mortgage Loan, the amount of the Realized Loss with respect to that Mortgage Loan will be reduced to the extent such recoveries are applied to reduce the Current Principal Amount of any Class of Certificates on any Distribution Date.

Record Date: With respect to any Distribution Date, the close of business on the last Business Day of the month immediately preceding the month of such Distribution Date.

Regular Certificates: Any of the Certificates other than the Residual Certificates.

Reinvestment Agreements: One or more reinvestment agreements, acceptable to the Rating Agencies, from a bank, insurance company or other corporation or entity (including the Trustee).

Relief Act: The Servicemembers Civil Relief Act, or similar state or local law.

Relief Act Mortgage Loan: Any Mortgage Loan as to which the Scheduled Payment thereof has been reduced due to the application of the Relief Act.

REMIC: A real estate mortgage investment conduit, as defined in the Code.

REMIC I: That group of assets contained in the Trust Fund designated as a REMIC consisting of (i) the Mortgage Loans, (ii) the Distribution Account, (iii) any REO Property relating to the Mortgage Loans, (iv) the rights with respect to any related Servicing Agreement, (v) the rights with respect to any related Assignment Agreement and (vii) any proceeds of the foregoing.

REMIC I Interests: The REMIC I Regular Interests and the Class R-I Certificates.

REMIC I Regular Interests: REMIC I Regular Interests I-Sub, I-Grp, II-Sub, II-Grp, III-Sub, III-Grp, IV-Sub, IV-Grp, R-II/R-III and ZZZ.

REMIC I Subordinated Balance Ratio: The ratio among the Uncertificated Principal Balances of each of the REMIC I Regular Interests ending with the designation “Sub,” equal to the ratio among, with respect to each such REMIC I Regular Interest, the excess of (x) the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group over (y) the aggregate Current Principal Amount of the Senior Certificates in the related Certificate Group.

REMIC II: That group of assets contained in the Trust Fund designated as a REMIC consisting of the REMIC I Regular Interests.

REMIC II Interests: The REMIC II Regular Interests and the Class R-II Certificates.

REMIC II Regular Interests: REMIC II Regular Interests I-A-1, I-A-2, II-A-1, II-A-2, Class III-A-1, Class III-A-2, Class III-A-3, Class IV-A-1, Class IV-A-2, R-III, B-l, B-2, B-3, B-4, B-5 and B-6.

REMIC III: That group of assets contained in the Trust Fund designated as a REMIC consisting of the REMIC II Regular Interests.

REMIC Opinion: An Opinion of Independent Counsel, to the effect that the proposed action described therein would not, under the REMIC Provisions, (i) cause any REMIC to fail to qualify as a REMIC while any regular interest in such REMIC is outstanding, (ii) result in a tax on prohibited transactions with respect to any REMIC or (iii) constitute a taxable contribution to any REMIC after the Startup Day.

REMIC Provisions: The provisions of the federal income tax law relating to the REMIC, which appear at Sections 860A through 860G of the Code, and related provisions and regulations promulgated thereunder, as the foregoing may be in effect from time to time.

REO Property: A Mortgaged Property acquired in the name of the Trustee, for the benefit of Certificateholders, by foreclosure or deed-in-lieu of foreclosure in connection with a defaulted Mortgage Loan.

Reportable Event: As defined in Section 3.18.

Repurchase Price: With respect to any Mortgage Loan (or any property acquired with respect thereto) required to be repurchased by the Seller pursuant to the Mortgage Loan Purchase Agreement or Article II of this Agreement, an amount equal to the sum of (i)(a) 100% of the Outstanding Principal Balance of such Mortgage Loan as of the date of repurchase (or if the related Mortgaged Property was acquired with respect thereto, 100% of the Outstanding Principal Balance at the date of the acquisition), plus (b) accrued but unpaid interest on the Outstanding Principal Balance at the related Mortgage Interest Rate, through and including the last day of the month of repurchase, plus (c) any unreimbursed Monthly Advances and servicing advances payable to the Servicer of the Mortgage Loan or to the Master Servicer and (ii) any costs and damages (if any) incurred by the Trust in connection with any violation of such Mortgage Loan of any anti-predatory lending laws.

Repurchase Proceeds: the Repurchase Price in connection with any repurchase of a Mortgage Loan by the Seller and any cash deposit in connection with the substitution of a Mortgage Loan.

Request for Release: A request for release in the form attached hereto as Exhibit D.

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 with respect to such Mortgage Loan.

Residual Certificates: Any of the Class R Certificates.

Responsible Officer: Any officer assigned to the Corporate Trust Office (or any successor thereto), including any Vice President, Assistant Vice President, Trust Officer, any Assistant Secretary, any trust officer or any other officer of the Trustee customarily performing functions similar to those performed by any of the above designated officers and having direct responsibility for the administration of this Agreement, and any other officer of the Trustee to whom a matter arising hereunder may be referred.

Rule 144A Certificate: The certificate to be furnished by each purchaser of a Private Certificate (which is also a Physical Certificate) which is a Qualified Institutional Buyer as defined under Rule 144A promulgated under the Securities Act, substantially in the form set forth as Exhibit F-2 hereto.

S&P: Standard & Poor’s, a division of The McGraw-Hill Companies, Inc., and its successors in interest.

Scheduled Payment: With respect to any Mortgage Loan and any month, the scheduled payment or payments of principal and interest due during such month on such Mortgage Loan which either is payable by a Mortgagor in such month under the related Mortgage Note or, in the case of REO Property, would otherwise have been payable under the related Mortgage Note.

Scheduled Principal: The principal portion of any Scheduled Payment.

Scheduled Principal Balance: With respect to any Mortgage Loan on any Distribution Date, (i) the unpaid principal balance of such Mortgage Loan as of the close of business on the related Due Date (i.e., taking account of the principal payment to be made on such Due Date and irrespective of any delinquency in its payment), as specified in the amortization schedule at the time relating thereto (before any adjustment to such amortization schedule by reason of any bankruptcy or similar proceeding occurring after the Cut-off Date (other than a Deficient Valuation) or any moratorium or similar waiver or grace period) and less (ii) any Principal Prepayments (including the principal portion of Net Liquidation Proceeds) received during or prior to the related Prepayment Period; provided that the Scheduled Principal Balance of a Liquidated Mortgage Loan is zero.

Securities Act: The Securities Act of 1933, as amended.

Securities Administrator: Wells Fargo Bank, N.A., or its successor in interest, or any successor securities administrator appointed as herein provided.

Securities Administrator Information: As defined in Section 3.18(c).

Securities Legend: “THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES LAWS. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY IN COMPLIANCE WITH THE SECURITIES ACT AND OTHER APPLICABLE LAWS AND ONLY (1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”) TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A (A “QIB”), PURCHASING FOR ITS OWN ACCOUNT OR A QIB PURCHASING FOR THE ACCOUNT OF A QIB, WHOM THE HOLDER HAS INFORMED, IN EACH CASE, THAT THE REOFFER, RESALE, PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE) OR (3) IN CERTIFICATED FORM TO AN “INSTITUTIONAL ACCREDITED INVESTOR” WITHIN THE MEANING THEREOF IN RULE 501(a)(1), (2), (3) or (7) OF REGULATION D UNDER THE ACT OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN SUCH PARAGRAPHS PURCHASING NOT FOR DISTRIBUTION IN VIOLATION OF THE SECURITIES ACT, SUBJECT TO (A) THE RECEIPT BY THE TRUSTEE AND THE CERTIFICATE REGISTRAR OF A LETTER SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT AND (B) THE RECEIPT BY THE TRUSTEE AND THE CERTIFICATE REGISTRAR OF SUCH OTHER EVIDENCE ACCEPTABLE TO THE TRUSTEE AND THE CERTIFICATE REGISTRAR THAT SUCH REOFFER, RESALE, PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND OTHER APPLICABLE LAWS OR IN EACH CASE IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE UNITED STATES AND ANY OTHER APPLICABLE JURISDICTION. THIS CERTIFICATE MAY NOT BE ACQUIRED DIRECTLY OR INDIRECTLY BY, OR ON BEHALF OF, AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT WHICH IS SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED [in the case of a Residual Certificate:] UNLESS THE PROPOSED TRANSFEREE PROVIDES THE TRUSTEE WITH AN OPINION OF COUNSEL ADDRESSED TO THE DEPOSITOR, TRUSTEE, MASTER SERVICER AND SECURITIES ADMINISTRATOR AND ON WHICH THEY MAY RELY THAT IS SATISFACTORY TO THE TRUSTEE THAT THE PURCHASE OF CERTIFICATES ON BEHALF OF SUCH PERSON WILL NOT RESULT IN OR CONSTITUTE A NONEXEMPT PROHIBITED TRANSACTION, IS PERMISSIBLE UNDER APPLICABLE LAW AND WILL NOT GIVE RISE TO ANY ADDITIONAL OBLIGATIONS ON THE PART OF THE DEPOSITOR, THE MASTER SERVICER, THE SECURITIES ADMINISTRATOR OR THE TRUSTEE [in the case of the Class B-4, Class B-5 and Class B-6 Certificates:], UNLESS THE TRANSFEREE CERTIFIES OR REPRESENTS THAT THE PROPOSED TRANSFER AND HOLDING OF A CERTIFICATE AND THE SERVICING, MANAGEMENT AND OPERATION OF THE TRUST AND ITS ASSETS: (I) WILL NOT RESULT IN ANY PROHIBITED TRANSACTION WHICH IS NOT COVERED UNDER AN INDIVIDUAL OR CLASS PROHIBITED TRANSACTION EXEMPTION, INCLUDING, BUT NOT LIMITED TO, PROHIBITED TRANSACTION EXEMPTION (“PTE”) 84-14, PTE 91-38, PTE 90-1, PTE 95-60 OR PTE 96-23 AND (II) WILL NOT GIVE RISE TO ANY ADDITIONAL OBLIGATIONS ON THE PART OF THE DEPOSITOR, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER, ANY SERVICER OR THE TRUSTEE, WHICH WILL BE DEEMED REPRESENTED BY AN OWNER OF A BOOK-ENTRY CERTIFICATE OR A GLOBAL CERTIFICATE OR UNLESS AN OPINION OF COUNSEL SPECIFIED IN SECTION 5.07 OF THE AGREEMENT IS PROVIDED.”

Security Agreement: With respect to a Cooperative Loan, the agreement creating a security interest in favor of the originator in the related Cooperative Stock.

Security Instrument: A written instrument creating a valid first lien on a Mortgaged Property securing a Mortgage Note, which may be any applicable form of mortgage, deed of trust, deed to secure debt or security deed, including any riders or addenda thereto.

Seller: EMC Mortgage Corporation, as mortgage loan seller under the Mortgage Loan Purchase Agreement.

Senior Certificates: The Class I-A-1, Class I-A-2, Class II-A-1, Class II-A-2, Class II-X, Class III-A-1, Class III-A-2, Class III-A-3, Class III-X, Class IV-A-1 and Class IV-A-2 Certificates.

Senior Optimal Principal Amount: The Group I Senior Optimal Principal Amount, Group II Senior Optimal Principal Amount, Group III Senior Optimal Principal Amount or Class IV Senior Optimal Principal Amount, as applicable.

Senior Percentage: The Group I Senior Percentage, Group II Senior Percentage, Group III Senior Percentage or Group IV Senior Percentage, as applicable.

Senior Prepayment Percentage: The Group I Senior Prepayment Percentage, Group II Senior Prepayment Percentage, Group III Senior Prepayment Percentage or Group IV Senior Prepayment Percentage, as applicable.

Servicer: With respect to each Mortgage Loan, Countrywide, Bank of America, GMAC Mortgage and Wells Fargo.

Servicer Remittance Date: With respect to each Mortgage Loan, the date set forth in the related Servicing Agreement.

Servicing Agreements: The Countrywide Servicing Agreement, Bank of America Servicing Agreement, the GMAC Mortgage Servicing Agreement and the Wells Fargo Servicing Agreement.

Servicing Criteria: The “servicing criteria” set forth in Item 1122(d) of Regulation AB, as such may be amended from time to time, or those Servicing Criteria otherwise mutually agreed to by EMC, the Master Servicer, the Trustee and the applicable Servicer in response to evolving interpretations of Regulation AB and incorporated into a revised Exhibit M.

Servicing Fee: As to any Mortgage Loan and Distribution Date, an amount equal to the product of (i) the Scheduled Principal Balance of such Mortgage Loan as of the Due Date in the preceding calendar month and (ii) the applicable Servicing Fee Rate.

Servicing Fee Rate: As to any Mortgage Loan, a per annum rate as set forth in the Mortgage Loan Schedule.

Servicing Officer: Any officer of the related Servicer or Master Servicer involved in or responsible for the administration and servicing or master servicing, as applicable, of the Mortgage Loans as to which officer evidence, reasonably acceptable to the Trustee, of due authorization of such officer by such Servicer or Master Servicer, has been furnished from time to time to the Trustee.

Sponsor: EMC Mortgage Corporation, in its capacity as sponsor hereunder.

Startup Day: May 31, 2006.

Subordinate Certificates: The Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates.

Subordinate Certificate Writedown Amount: As to any Distribution Date, the amount by which (a) the sum of the Current Principal Amounts of all the Certificates (after giving effect to the distribution of principal and the allocation of applicable Realized Losses in reduction of the Current Principal Amounts of the Certificates on such Distribution Date) exceeds (b) the aggregate Scheduled Principal Balances of the Mortgage Loans on the Due Date related to such Distribution Date.

Subordinate Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum, without duplication, of the following for the Group I, Group II, Group III and Group IV Mortgage Loans (but in no event greater than the aggregate Current Principal Amount of the Subordinate Certificates immediately prior to such Distribution Date):

(i)the applicable Subordinate Percentage of the principal portion of all Scheduled Payments due on each Outstanding Mortgage Loan in the related Loan Group on the related Due Date as specified in the amortization schedule at the time applicable thereto (after adjustment for previous Principal Prepayments but before any adjustment to such amortization schedule by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period);

(ii)the applicable Subordinate Prepayment Percentage of the Scheduled Principal Balance of each Mortgage Loan in the related Loan Group that was the subject of a Principal Prepayment in full received by the Servicers during the related Prepayment Period;

(iii)the applicable Subordinate Prepayment Percentage of each Principal Prepayment in part received during the related Prepayment Period with respect to each Mortgage Loan in the related Loan Group;

(iv)the excess, if any, of (a) all Net Liquidation Proceeds allocable to principal received during the related Prepayment Period in respect of each Liquidated Mortgage Loan in the related Loan Group and all Subsequent Recoveries received in respect of each Liquidated Mortgage Loan in the related Loan Group during the related Due Period over (b) the sum of the amounts distributable to the related Senior Certificateholders pursuant to clause (iv) of the related definition of Senior Optimal Principal Amount on such Distribution Date;

(v)the applicable Subordinate Prepayment Percentage of the sum of (a) the Scheduled Principal Balance of each Mortgage Loan in the related Loan Group which was purchased with respect to such Distribution Date and (b) the difference, if any, between the Scheduled Principal Balance of each Mortgage Loan in the related Loan Group that has been replaced by the Seller with a Substitute Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement in connection with such Distribution Date over the Scheduled Principal Balance of each such Substitute Mortgage Loan; and

(vi)on the Distribution Date on which the Current Principal Amounts of the Group I Senior Certificates, Group II Senior Certificates, Group III Senior Certificates or Group IV Senior Certificates have all been reduced to zero, 100% of the related Senior Optimal Principal Amount. After the aggregate Current Principal Amount of the Subordinate Certificates has been reduced to zero, the Subordinate Optimal Principal Amount shall be zero.

Subordinate Percentage: The Group I Subordinate Percentage, Group II Subordinate Percentage, Group III Subordinate Percentage or Group IV Subordinate Percentage with respect to the Group I Mortgage Loans, Group II Mortgage Loans, Group III Mortgage Loans and Group IV Mortgage Loans, respectively.

Subordinate Prepayment Percentage: The Group I Subordinate Prepayment Percentage, Group II Subordinate Prepayment Percentage, Group III Subordinate Prepayment Percentage or Group IV Subordinate Prepayment Percentage with respect to the Group I Mortgage Loans, Group II Mortgage Loans, Group III Mortgage Loans and Group IV Mortgage Loans, respectively.

Subsequent Recoveries: As of any Distribution Date, amounts received by the Master Servicer during the related Due Period or surplus amounts held by the Master Servicer to cover estimated expenses (including, but not limited to, recoveries in respect of the representations and warranties made by the Seller pursuant to the Mortgage Loan Purchase Agreement) specifically related to a Liquidated Mortgage Loan or disposition of an REO Property prior to the related Prepayment Period that resulted in a Realized Loss, after the liquidation or disposition of such Mortgage Loan.

Substitute Mortgage Loan: A mortgage loan tendered to the Trustee pursuant to the related Servicing Agreement, the Mortgage Loan Purchase Agreement or Section 2.04 of this Agreement, as applicable, in each case, (i) which has an Outstanding Principal Balance not greater nor materially less than the Mortgage Loan for which it is to be substituted; (ii) which has a Mortgage Interest Rate and Net Rate not less than, and not materially greater than, such Mortgage Loan; (iii) which has a maturity date not materially earlier or later than such Mortgage Loan and not later than the latest maturity date of any Mortgage Loan; (iv) which is of the same property type and occupancy type as such Mortgage Loan; (v) which has a Loan-to-Value Ratio not greater than the Loan-to-Value Ratio of such Mortgage Loan; (vi) which is current in payment of principal and interest as of the date of substitution; (vii) as to which the payment terms do not vary in any material respect from the payment terms of the Mortgage Loan for which it is to be substituted and (viii) which has a Gross Margin, Periodic Rate Cap and Maximum Lifetime Mortgage Rate no less than those of such Mortgage Loan, has the same Index and interval between Interest Adjustment Dates as such Mortgage Loan, and a Minimum Lifetime Mortgage Rate no lower than that of such Mortgage Loan.

Tax Administration and Tax Matters Person: The Securities Administrator or any successor thereto or assignee thereof shall serve as tax administrator hereunder and as agent for the Tax Matters Person. The Holder of each Class of Residual Certificates shall be the Tax Matters Person for the related REMIC, as more particularly set forth in Section 9.12 hereof.

Trust Fund or Trust: The corpus of the trust created by this Agreement, consisting of the Mortgage Loans and the other assets described in Section 2.01(a).

Trustee: U.S. Bank National Association, or its successor in interest, or any successor trustee appointed as herein provided.

Uncertificated Principal Balance: With respect to any REMIC I Regular Interest or REMIC II Regular Interest as of any Distribution Date, the initial principal amount of such regular interest as set forth in Sections 5.01(c)(i) and (c)(ii), reduced by (i) all amounts distributed on previous Distribution Dates on such regular interest with respect to principal, and (ii) the principal portion of all Realized Losses allocated prior to such Distribution Date to such regular interest, taking account of the Loss Allocation Limitation.

Underlying Seller: With respect to each Mortgage Loan, Countrywide and Bank of America, as indicated on the Mortgage Loan Schedule.

Uninsured Cause: Any cause of damage to a Mortgaged Property or related REO Property such that the complete restoration of such Mortgaged Property or related REO Property is not fully reimbursable by the hazard insurance policies required to be maintained pursuant the related Servicing Agreement, without regard to whether or not such policy is maintained.

United States Person: A citizen or resident of the United States, a corporation or partnership (including an entity treated as a corporation or partnership for federal income tax purposes) created or organized in, or under the laws of, the United States or any state thereof or the District of Columbia (except, in the case of a partnership, to the extent provided in regulations), provided that, for purposes solely of the 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 United States Persons, or an estate whose income is subject to United States federal income tax regardless of its source, or a trust if a court within the United States is able to exercise primary supervision over the administration of the trust and one or more such United States Persons have the authority to control all substantial decisions of the trust. To the extent prescribed in regulations by the Secretary of the Treasury, which have not yet been issued, a trust which was in existence on August 20, 1996 (other than a trust treated as owned by the grantor under subpart E of part I of subchapter J of chapter 1 of the Code), and which was treated as a United States Person on August 20, 1996, may elect to continue to be treated as a United States Person notwithstanding the previous sentence.

Wells Fargo: Wells Fargo Bank, National Association.

Wells Fargo Servicing Agreement: Amended and Restated Master Mortgage Loan Purchase Agreement, dated as of November 1, 2005, by and between EMC Mortgage Corporation and Wells Fargo.

ARTICLE II

CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES

Section 2.01Conveyance of Mortgage Loans to Trustee.

(a)The Depositor concurrently with the execution and delivery of this Agreement, sells, transfers and assigns to the Trust without recourse all its right, title and interest in and to (i) the Mortgage Loans identified in their respective Mortgage Loan Schedules, including all interest and principal due with respect to the Mortgage Loans after the Cut-off Date but excluding any payments of principal and interest due on or prior to the Cut-off Date; (ii) such assets as shall from time to time be credited or are required by the terms of this Agreement to be credited to the Distribution Account, (iii) such assets relating to the Mortgage Loans as from time to time may be held by the Servicers in Protected Accounts and the Paying Agent in the Distribution Account, (iv) any REO Property, (v) the Required Insurance Policies and any amounts paid or payable by the insurer under any Insurance Policy (to the extent the mortgagee has a claim thereto), (vi) the Mortgage Loan Purchase Agreement to the extent provided in Subsection 2.03(a), (vii) the rights with respect to the Servicing Agreements as assigned to the Trustee on behalf of the Certificateholders by the Assignment Agreements, (viii) such assets as shall from time to time be credited or are required by the terms of this Agreement to be credited to the Distribution Account and (ix) any proceeds of the foregoing. Although it is the intent of the parties to this Agreement that the conveyance of the Depositor’s right, title and interest in and to the Mortgage Loans and other assets in the Trust Fund pursuant to this Agreement shall constitute a purchase and sale and not a loan, in the event that such conveyance is deemed to be a loan, it is the intent of the parties to this Agreement that the Depositor shall be deemed to have granted to the Trustee a first priority perfected security interest in all of the Depositor’s right, title and interest in, to and under the Mortgage Loans and other assets in the Trust Fund, and that this Agreement shall constitute a security agreement under applicable law.

(b)In connection with the above transfer and assignment, the Depositor hereby delivers to the Custodian, as agent for the Trustee, with respect to each Mortgage Loan:

(i)the original Mortgage Note, endorsed without recourse (A) to the order of the Trustee, or (B) in the case of a loan registered on the MERS system, in blank, and in each case showing an unbroken chain of endorsements from the originator thereof to the Person endorsing it to the Trustee, or lost note affidavit together with a copy of the related Mortgage Note;

(ii)the original Mortgage and, if the related Mortgage Loan is a MOM Loan, noting the presence of the MIN and language indicating that such Mortgage Loan is a MOM Loan, which shall have been recorded (or if the original is not available, a copy), with evidence of such recording indicated thereon (or if clause (w) in the proviso below applies, shall be in recordable form);

(iii)unless the Mortgage Loan is a MOM Loan, a certified copy of the assignment (which may be in the form of a blanket assignment if permitted in the jurisdiction in which the Mortgaged Property is located) to “U.S. Bank National Association, as Trustee”, with evidence of recording with respect to each Mortgage Loan in the name of the Trustee thereon (or if clause (w) in the proviso below applies or for Mortgage Loans with respect to which the related Mortgaged Property is located in a state other than Maryland or an Opinion of Counsel has been provided as set forth in this Section 2.01(b), shall be in recordable form);

(iv)all intervening assignments of the Security Instrument, if applicable and only to the extent available to the Depositor with evidence of recording thereon;

(v)the original or a copy of the policy or certificate of primary mortgage guaranty insurance, to the extent available, if any;

(vi)the original policy of title insurance or mortgagee’s certificate of title insurance or commitment or binder for title insurance; and

(vii)originals of all modification agreements, if applicable and available;

provided, however, that in lieu of the foregoing, the Depositor may deliver to the Custodian, as agent of the Trustee, the following documents, under the circumstances set forth below: (w) in lieu of the original Security Instrument, assignments to the Trustee or intervening assignments thereof which have been delivered, are being delivered or will, upon receipt of recording information relating to the Security Instrument required to be included thereon, be delivered to recording offices for recording and have not been returned to the Depositor in time to permit their delivery as specified above, the Depositor may deliver a true copy thereof with a certification by the Depositor, on the face of such copy, substantially as follows: “Certified to be a true and correct copy of the original, which has been transmitted for recording”; (x) in lieu of the Security Instrument, assignment to the Trustee or intervening assignments thereof, if the applicable jurisdiction retains the originals of such documents (as evidenced by a certification from the Depositor to such effect) the Depositor may deliver photocopies of such documents containing an original certification by the judicial or other governmental authority of the jurisdiction where such documents were recorded; (y) in lieu of the Mortgage Notes relating to the Mortgage Loans identified on Exhibit 5 to the Mortgage Loan Purchase Agreement, the Depositor may deliver lost note affidavits from the Seller; and (z) the Depositor shall not be required to deliver intervening assignments or Mortgage Note endorsements between the related Underlying Seller and the Seller, between the Seller and the Depositor, and between the Depositor and the Trustee; and provided, further, however, that in the case of Mortgage Loans which have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Depositor, in lieu of delivering the above documents, may deliver to the Trustee or the Custodian, as its agent, a certification to such effect and shall deposit all amounts paid in respect of such Mortgage Loans in the Distribution Account on the Closing Date. The Depositor shall deliver such original documents (including any original documents as to which certified copies had previously been delivered) to the Trustee or the Custodian, as its agent, promptly after they are received. The Depositor shall cause the Seller, at its expense, to cause each assignment of the Security Instrument to the Trustee to be recorded not later than 180 days after the Closing Date, unless (a) such recordation is not required by the Rating Agencies or an Opinion of Counsel addressed to the Trustee has been provided to the Trustee (with a copy to the Custodian) which states that recordation of such Security Instrument is not required to protect the interests of the Certificateholders in the related Mortgage Loans or (b) MERS is identified on the Mortgage or on a properly recorded assignment of the Mortgage as the mortgagee of record solely as nominee for the Seller and its successor and assigns; provided, however, notwithstanding the foregoing, each assignment shall be submitted for recording by the Seller in the manner described above, at no expense to the Trust or the Trustee or the Custodian, as its agent, upon the earliest to occur of: (i) reasonable direction by the Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Trust, (ii) the occurrence of an Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller and (iv) the occurrence of a servicing transfer as described in Section 8.02 hereof. Notwithstanding the foregoing, if the Seller fails to pay the cost of recording the assignments, such expense will be paid by the Trustee and the Trustee shall be reimbursed for such expenses by the Trust in accordance with Section 9.05.

Section 2.02Acceptance of Mortgage Loans by Trustee.

(a)The Trustee acknowledges the sale, transfer and assignment of the Trust Fund to it by the Depositor and receipt of, subject to further review and the exceptions which may be noted pursuant to the procedures described below, and declares that it holds, the documents (or certified copies thereof) delivered to the Custodian, as its agent, pursuant to Section 2.01, and declares that it will continue to hold those documents and any amendments, replacements or supplements thereto and all other assets of the Trust Fund delivered to it as Trustee in trust for the use and benefit of all present and future Holders of the Certificates. On the Closing Date, with respect to the Mortgage Loans, the Custodian shall acknowledge with respect to each Mortgage Loan by delivery to the Depositor and the Trustee of an Initial Certification receipt of the Mortgage File, but without review of such Mortgage File, except to the extent necessary to confirm that such Mortgage File contains the related Mortgage Note or lost note affidavit. No later than 90 days after the Closing Date (or with respect to any Substitute Mortgage Loan, within five Business Days after the receipt by the Trustee or Custodian thereof), the Trustee agrees, for the benefit of the Certificateholders, to review or cause to be reviewed by the Custodian on its behalf (under the Custodial Agreement), each Mortgage File delivered to it and to execute and deliver, or cause to be executed and delivered, to the Depositor and the Trustee an Interim Certification. In conducting such review, the Trustee or Custodian will ascertain whether all required documents have been executed and received, and based on the related Mortgage Loan Schedule, whether those documents relate, determined on the basis of the Mortgagor name, original principal balance and loan number, to the Mortgage Loans it has received, as identified in the related Mortgage Loan Schedule. In performing any such review, the Trustee or the Custodian, as its agent, may conclusively rely on the purported due execution and genuineness of any such document and on the purported genuineness of any signature thereon. If the Trustee or the Custodian, as its agent, finds any document constituting part of the Mortgage File has not been executed or received, or to be unrelated, determined on the basis of the Mortgagor name, original principal balance and loan number, to the Mortgage Loans identified in Exhibit B, or to appear defective on its face (a “Material Defect”), the Trustee or the Custodian, as its agent, shall promptly notify the Seller. In accordance with the Mortgage Loan Purchase Agreement, the Seller shall correct or cure any such defect within ninety (90) days from the date of notice from the Trustee or the Custodian, as its agent, of the defect and if the Seller fails to correct or cure the defect within such period, and such defect materially and adversely affects the interests of the Certificateholders in the related Mortgage Loan, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement, within 90 days from the Trustee’s or the Custodian’s notification, provide a Substitute Mortgage Loan (if within two years of the Closing Date) or purchase such Mortgage Loan at the Repurchase Price; provided that, if such 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; provided, however, that if such defect relates solely to the inability of the Seller to deliver the original Security Instrument or intervening assignments thereof, or a certified copy because the originals of such documents, or a certified copy have not been returned by the applicable jurisdiction, the Seller shall not be required to purchase such Mortgage Loan if the Seller delivers such original documents or certified copy promptly upon receipt, but in no event later than 360 days after the Closing Date. The foregoing repurchase obligation shall not apply in the event that the Seller cannot deliver such original or copy of any document submitted for recording to the appropriate recording office in the applicable jurisdiction because such document has not been returned by such office; provided that the Seller shall instead deliver a recording receipt of such recording office or, if such receipt is not available, a certificate confirming that such documents have been accepted for recording, and delivery to the Trustee or the Custodian, as its agent, shall be effected by the Seller within thirty days of its receipt of the original recorded document.

(b)No later than 180 days after the Closing Date (or with respect to any Substitute Mortgage Loan, within five Business Days after the receipt by the Trustee or the Custodian thereof), the Trustee or the Custodian, as its agent, will review, for the benefit of the Certificateholders, the Mortgage Files delivered to it and will execute and deliver or cause to be executed and delivered to the Depositor and the Trustee a Final Certification. In conducting such review, the Trustee or the Custodian, as its agent, will ascertain whether an original of each document required to be recorded has been returned from the recording office with evidence of recording thereon or a certified copy has been obtained from the recording office. If the Trustee or the Custodian, as its agent, finds a Material Defect, the Trustee or the Custodian, as its agent, shall promptly notify the Seller (provided, however, that with respect to those documents described in subsections (b)(iv), (v) and (vii) of Section 2.01, the Trustee’s and Custodian’s obligations shall extend only to the documents actually delivered to the Custodian pursuant to such subsections). In accordance with the Mortgage Loan Purchase Agreement, the Seller shall correct or cure any such defect within 90 days from the date of notice from the Trustee or the Custodian, as its agent, of the Material Defect and if the Seller is unable to cure such defect within such period, and if such defect materially and adversely affects the interests of the Certificateholders in the related Mortgage Loan, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement, within 90 days from the Trustee’s or Custodian’s notification, provide a Substitute Mortgage Loan (if within two years of the Closing Date) or purchase such Mortgage Loan at the Repurchase Price, provided that, if such 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, repurchase or substitution must occur within 90 days from the date such breach was discovered, provided, however, that if such defect relates solely to the inability of the Seller to deliver the original Security Instrument or intervening assignments thereof, or a certified copy, because the originals of such documents or a certified copy, have not been returned by the applicable jurisdiction, the Seller shall not be required to purchase such Mortgage Loan, if the Seller delivers such original documents or certified copy promptly upon receipt, but in no event later than 360 days after the Closing Date. The foregoing repurchase obligation shall not apply in the event that the Seller cannot deliver such original or copy of any document submitted for recording to the appropriate recording office in the applicable jurisdiction because such document has not been returned by such office; provided that the Seller shall instead deliver a recording receipt of such recording office or, if such receipt is not available, a certificate confirming that such documents have been accepted for recording, and delivery to the Trustee or the Custodian, as its agent, shall be effected by the Seller within thirty days of its receipt of the original recorded document.

(c)In the event that a Mortgage Loan is purchased by the Seller in accordance with Subsections 2.02(a) or (b) above, the Seller shall remit to the Master Servicer who in turn will remit to the Securities Administrator the Repurchase Price for deposit in the Distribution Account and the Seller shall provide to the Master Servicer, Securities Administrator, the Paying Agent and the Trustee written notification detailing the components of the Repurchase Price to the Trustee, the Paying Agent and the Master Servicer. Upon deposit of the Repurchase Price in the Distribution Account, the Depositor shall notify the Trustee and the Custodian, as agent of the Trustee (upon receipt of a Request for Release in the form of Exhibit D attached hereto with respect to such Mortgage Loan), shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver all instruments of transfer or assignment, without recourse, representation or warranty, furnished to it by the Seller, as are necessary to vest in the Seller title to and rights under the Mortgage Loan. Such purchase shall be deemed to have occurred on the date on which the Repurchase Price in available funds is received by the Paying Agent. The Trustee or the Custodian, as agent of the Trustee, shall amend the Mortgage Loan Schedule, which was previously delivered to it by the Depositor in a form agreed to between the Depositor and the Trustee, to reflect such repurchase and shall promptly notify the Rating Agencies and the Master Servicer of such amendment. The obligation of the Seller to repurchase or substitute for any Mortgage Loan a Substitute Mortgage Loan as to which such a defect in a constituent document exists shall be the sole remedy respecting such defect available to the Certificateholders or to the Trustee on their behalf.

Section 2.03Assignment of Interest in the Mortgage Loan Purchase Agreement.

(a)The Depositor hereby assigns to the Trustee, on behalf of the Certificateholders, all of its right, title and interest in the Mortgage Loan Purchase Agreement, including but not limited to the Depositor’s rights and obligations pursuant to the Servicing Agreements (noting that the Seller has retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies). The obligations of the Seller to substitute or repurchase, as applicable, a Mortgage Loan shall be the Trustee’s and the Certificateholders’ sole remedy for any breach thereof. At the request of the Trustee, the Depositor shall take such actions as may be necessary to enforce the above right, title and interest on behalf of the Trustee and the Certificateholders or shall execute such further documents as the Trustee may reasonably require in order to enable the Trustee to carry out such enforcement.

(b)If the Depositor, the Securities Administrator or the Trustee discovers a breach of any of the representations and warranties set forth in the Mortgage Loan Purchase Agreement, which breach materially and adversely affects the value of the interests of Certificateholders or the Trustee in the related Mortgage Loan, the party discovering the breach shall give prompt written notice of the breach to the other parties. The Seller, within 90 days of its discovery or receipt of notice that such breach has occurred (whichever occurs earlier), shall cure the breach in all material respects or, subject to the Mortgage Loan Purchase Agreement or Section 2.04 of this Agreement, as applicable, shall purchase the Mortgage Loan or any property acquired with respect thereto from the Trustee; provided, however, that if there is a breach of any representation set forth in the Mortgage Loan Purchase Agreement or Section 2.04 of this Agreement, as applicable, and the Mortgage Loan or the related property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Repurchase Price, any excess of the Repurchase Price over the Net Liquidation Proceeds received upon such sale. If the Net Liquidation Proceeds exceed the Repurchase Price, any excess shall be paid to the Seller to the extent not required by law to be paid to the borrower. Any such purchase by the Seller shall be made by providing an amount equal to the Repurchase Price to the Securities Administrator for deposit in the Distribution Account and written notification detailing the components of such Repurchase Price to the Trustee, the Paying Agent and the Master Servicer. The Depositor shall notify the Trustee and submit to the Custodian, as agent for the Trustee, a Request for Release, and the Custodian shall release, or the Trustee shall cause the Custodian to release, to the Seller the related Mortgage File and the Trustee shall execute and deliver all instruments of transfer or assignment furnished to it by the Seller, without recourse, representation or warranty as are necessary to vest in the Seller title to and rights under the Mortgage Loan or any property acquired with respect thereto. Such purchase shall be deemed to have occurred on the date on which the Repurchase Price in available funds is received by the Trustee. The Master Servicer shall amend the Mortgage Loan Schedule to reflect such repurchase and shall promptly notify the Trustee and the Rating Agencies of such amendment. Enforcement of the obligation of the Seller to purchase (or substitute a Substitute Mortgage Loan for) any Mortgage Loan or any property acquired with respect thereto (or pay the Repurchase Price as set forth in the above proviso) as to which a breach has occurred and is continuing shall constitute the sole remedy respecting such breach available to the Certificateholders or the Trustee on their behalf.

In connection with any repurchase of a Mortgage Loan pursuant to this Section 2.03, the Seller shall, or cause the related Servicer to, furnish to the Securities Administrator an officer’s certificate, signed by a duly authorized officer of the Seller or the related Servicer, as the case may be, to the effect that such repurchase has been made in accordance with the terms and conditions of this Agreement and that all conditions precedent to such repurchase have been satisfied, including the delivery to the Securities Administrator of the Purchase Price for deposit into the Distribution Account, together with copies of any Opinion of Counsel required to be delivered pursuant to this Agreement and the related Request for Release. Solely for purposes of the Securities Administrator providing an Assessment of Compliance, upon receipt of such documentation, the Securities Administrator shall approve such repurchase and which approval shall consist solely of the Securities Administrator’s receipt of such documentation and deposits. It is understood and agreed that the obligation under this Agreement of the Seller to repurchase any Mortgage Loan as to which a breach has occurred and is continuing shall constitute the sole remedies against the Seller respecting such breach available to Certificateholders, the Depositor or the Trustee.

Section 2.04Substitution of Mortgage Loans.

Notwithstanding anything to the contrary in this Agreement, in lieu of purchasing a Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement or Sections 2.02 or 2.03 of this Agreement, the Seller may, no later than the date by which such purchase by the Seller would otherwise be required, tender to the Trustee a Substitute Mortgage Loan accompanied by a certificate of an authorized officer of the Seller that such Substitute Mortgage Loan conforms to the requirements set forth in the definition of “Substitute Mortgage Loan” in this Agreement; provided, however, that substitution pursuant to the Mortgage Loan Purchase Agreement or Section 2.04 of this Agreement, as applicable, in lieu of purchase shall not be permitted after the termination of the two-year period beginning on the Startup Day; provided, further, 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. The Custodian, as agent for the Trustee, shall examine the Mortgage File for any Substitute Mortgage Loan in the manner set forth in Section 2.02(a) and the Trustee or the Custodian, as its agent, shall notify the Seller, in writing, within five Business Days after receipt, whether or not the documents relating to the Substitute Mortgage Loan satisfy the requirements of the fifth sentence of Subsection 2.02(a). Within two Business Days after such notification, the Seller shall provide to the Paying Agent for deposit in the Distribution Account the amount, if any, by which the Outstanding Principal Balance as of the next preceding Due Date of the Mortgage Loan for which substitution is being made, after giving effect to the Scheduled Principal due on such date, exceeds the Outstanding Principal Balance as of such date of the Substitute Mortgage Loan, after giving effect to Scheduled Principal due on such date, which amount shall be treated for the purposes of this Agreement as if it were the payment by the Seller of the Repurchase Price for the purchase of a Mortgage Loan by the Seller. After such notification to the Seller and, if any such excess exists, upon receipt of such deposit, the Trustee shall accept such Substitute Mortgage Loan which shall thereafter be deemed to be a Mortgage Loan hereunder. In the event of such a substitution, accrued interest on the Substitute Mortgage Loan for the month in which the substitution occurs and any Principal Prepayments made thereon during such month shall be the property of the Trust Fund and accrued interest for such month on the Mortgage Loan for which the substitution is made and any Principal Prepayments made thereon during such month shall be the property of the Seller. The Scheduled Principal on a Substitute Mortgage Loan due on the Due Date in the month of substitution shall be the property of the Seller and the Scheduled Principal on the Mortgage Loan for which the substitution is made due on such Due Date shall be the property of the Trust Fund. Upon acceptance of the Substitute Mortgage Loan (and delivery to the Custodian of a Request for Release for such Mortgage Loan), the Custodian, as agent for the Trustee, shall release to the Seller the related Mortgage File related to any Mortgage Loan released pursuant to the Mortgage Loan Purchase Agreement or Section 2.04 of this Agreement, as applicable, and shall execute and deliver all instruments of transfer or assignment, without recourse, representation or warranty in form as provided to it as are necessary to vest in the Seller title to and rights under any Mortgage Loan released pursuant to the Mortgage Loan Purchase Agreement or Section 2.04 of this Agreement, as applicable. The Seller shall deliver to the Custodian the documents related to the Substitute Mortgage Loan in accordance with the provisions of the Mortgage Loan Purchase Agreement or Subsections 2.01(b) and 2.02(b) of this Agreement, as applicable, with the date of acceptance of the Substitute Mortgage Loan deemed to be the Closing Date for purposes of the time periods set forth in those Subsections. The representations and warranties set forth in the Mortgage Loan Purchase Agreement shall be deemed to have been made by the Seller with respect to each Substitute Mortgage Loan as of the date of acceptance of such Mortgage Loan by the Trustee. The Master Servicer shall amend the Mortgage Loan Schedule to reflect such substitution and shall provide a copy of such amended Mortgage Loan Schedule to the Trustee and the Rating Agencies.

In connection with any substitution of a Mortgage Loan pursuant to this Section 2.04, the Seller shall, or cause the related Servicer to, furnish to the Securities Administrator an officer’s certificate, signed by a duly authorized officer of the Seller or the related Servicer, as the case may be, to the effect that such substitution has been made in accordance with the terms and conditions of this Agreement and that all conditions precedent to such substitution have been satisfied, together with copies of any Opinion of Counsel required to be delivered pursuant to this Agreement and the related Request for Release.  Solely for purposes of the Securities Administrator providing an Assessment of Compliance, upon receipt of such documentation, the Securities Administrator shall approve such substitution and which approval shall be based solely on the Securities Administrator’s receipt of such documentation and deposits. It is understood and agreed that the obligation under this Agreement of the Seller to substitute any Mortgage Loan as to which a breach has occurred and is continuing shall constitute the sole remedies against the Seller respecting such breach available to Certificateholders, the Depositor or the Trustee.

Section 2.05Issuance of Certificates.

(a)The Trustee acknowledges the assignment to it of the Mortgage Loans and the other assets comprising the Trust Fund and, concurrently therewith, the Securities Administrator has signed, and countersigned and delivered to the Depositor, in exchange therefor, Certificates in such authorized denominations representing such Fractional Undivided Interests as the Depositor has requested. The Trustee agrees that it will hold the Mortgage Loans and such other assets as may from time to time be delivered to it segregated on the books of the Trustee in trust for the benefit of the Certificateholders.

(b)The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the Mortgage Loans and the other assets of REMIC I for the benefit of the holders of the REMIC I Interests. The Trustee acknowledges receipt of such assets and declares that it holds and will hold the same in trust for the exclusive use and benefit of the holders of the REMIC I Interests.

(c)The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC I Regular Interests and the other assets of REMIC II for the benefit of the holders of the REMIC II Interests. The Trustee acknowledges receipt of the REMIC I Regular Interests (which are uncertificated) and the other assets of REMIC II and declares that it holds and will hold the same in trust for the exclusive use and benefit of the holders of the REMIC II Interests.

(d)The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC II Regular Interests and the other assets of REMIC III for the benefit of the Holders of the Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The Trustee acknowledges receipt of the REMIC II Regular Interests (which are uncertificated) and the other assets of REMIC III and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of the Certificates (other than the Class R-I Certificates and the Class R-II Certificates).

Section 2.06Representations and Warranties Concerning the Depositor.

The Depositor hereby represents and warrants to the Trustee, the Master Servicer and the Securities Administrator as follows:

(i)the Depositor (a) is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and (b) is qualified and in good standing as a foreign corporation to do business in each jurisdiction where such qualification is necessary, except where the failure so to qualify would not reasonably be expected to have a material adverse effect on the Depositor’s business as presently conducted or on the Depositor’s ability to enter into this Agreement and to consummate the transactions contemplated hereby;

(ii)the Depositor has full corporate power to own its property, to carry on its business as presently conducted and to enter into and perform its obligations under this Agreement;

(iii)the execution and delivery by the Depositor of this Agreement have been duly authorized by all necessary corporate action on the part of the Depositor; and neither the execution and delivery of this Agreement, nor the consummation of the transactions herein contemplated, nor compliance with the provisions hereof, will conflict with or result in a breach of, or constitute a default under, any of the provisions of any law, governmental rule, regulation, judgment, decree or order binding on the Depositor or its properties or the articles of incorporation or by-laws of the Depositor, except those conflicts, breaches or defaults which would not reasonably be expected to have a material adverse effect on the Depositor’s ability to enter into this Agreement and to consummate the transactions contemplated hereby;

(iv)the execution, delivery and performance by the Depositor of this Agreement and the consummation of the transactions contemplated hereby do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any state, federal or other governmental authority or agency, except those consents, approvals, notices, registrations or other actions as have already been obtained, given or made;

(v)this Agreement has been duly executed and delivered by the Depositor and, assuming due authorization, execution and delivery by the other parties hereto, constitutes a valid and binding obligation of the Depositor enforceable against it in accordance with its terms (subject to applicable bankruptcy and insolvency laws and other similar laws affecting the enforcement of the rights of creditors generally);

(vi)there are no actions, suits or proceedings pending or, to the knowledge of the Depositor, threatened against the Depositor, before or by any court, administrative agency, arbitrator or governmental body (i) with respect to any of the transactions contemplated by this Agreement or (ii) with respect to any other matter which in the judgment of the Depositor will be determined adversely to the Depositor and will if determined adversely to the Depositor materially and adversely affect the Depositor’s ability to enter into this Agreement or perform its obligations under this Agreement; and the Depositor is not in default with respect to any order of any court, administrative agency, arbitrator or governmental body so as to materially and adversely affect the transactions contemplated by this Agreement;

(vii)The Depositor has filed all reports required to be filed by Section 13 or Section 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the Depositor was required to file such reports) and it has been subject to such filing requirements for the past 90 days; and

(viii)immediately prior to the transfer and assignment to the Trustee, each Mortgage Note and each Mortgage were not subject to an assignment or pledge, and the Depositor had good and marketable title to and was the sole owner thereof and had full right to transfer and sell such Mortgage Loan to the Trustee free and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest.

ARTICLE III

ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

Section 3.01Master Servicer.

The Master Servicer shall, from and after the Closing Date, supervise, monitor and oversee the obligation of the Servicers to service and administer their respective Mortgage Loans in accordance with the terms of the applicable Servicing Agreements and shall have full power and authority to do any and all things which it may deem necessary or desirable in connection with such master servicing and administration. In performing its obligations hereunder, the Master Servicer shall act in a manner consistent with Accepted Master Servicing Practices. Furthermore, the Master Servicer shall oversee and consult with each Servicer as necessary from time-to-time to carry out the Master Servicer’s obligations hereunder, shall receive, review and evaluate all reports, information and other data provided to the Master Servicer by each Servicer and shall cause each Servicer to perform and observe the covenants, obligations and conditions to be performed or observed by such Servicer under its applicable Servicing Agreement. The Master Servicer shall independently and separately monitor each Servicer’s servicing activities with respect to each related Mortgage Loan, reconcile the results of such monitoring with such information provided in the previous sentence on a monthly basis and coordinate corrective adjustments to the Servicers’ and Master Servicer’s records, and based on such reconciled and corrected information, the Master Servicer shall provide such information to the Securities Administrator as shall be necessary in order for it to prepare the statements specified in Section 6.04, and prepare any other information and statements required to be forwarded by the Master Servicer hereunder. The Master Servicer shall reconcile the results of its Mortgage Loan monitoring with the actual remittances of the Servicers pursuant to the applicable Servicing Agreements.

In addition to the foregoing, in connection with a modification of any Mortgage Loan by a Servicer, if the Master Servicer is unable to enforce the obligations of the Servicer with respect to such modification, the Master Servicer shall notify the Depositor of such Servicer’s failure to comply with the terms of the Servicing Agreement. If the Servicing Agreement requires the approval of the Master Servicer for a modification to a Mortgage Loan, the Master Servicer shall approve such modification if, based upon its receipt of written notification from the related Servicer outlining the terms of such modification and appropriate supporting documentation, the Master Servicer determines that the modification is permitted under the terms of the Servicing Agreement and that any conditions to such modification set forth in the Servicing Agreement have been satisfied. Furthermore, if the Servicing Agreement requires the oversight and monitoring of loss mitigation measures with respect to the related Mortgage Loans, the Master Servicer will monitor any loss mitigation procedure or recovery action related to a defaulted Mortgage Loan (to the extent it receives notice of such from the related Servicer) and confirm that such loss mitigation procedure or recovery action is initiated, conducted and concluded in accordance with any timeframes and any other requirements set forth in the Servicing Agreement, and the Master Servicer shall notify the Depositor in any case in which the Master Servicer believes that the related Servicer is not complying with such timeframes and/or other requirements.

The Trustee shall furnish the Servicers and the Master Servicer with any powers of attorney and upon written request from a servicing officer other documents in form as provided to it necessary or appropriate to enable the Servicers and the Master Servicer to service and administer the related Mortgage Loans and REO Property.

The Trustee or the Custodian, as its agent, shall provide access to the records and documentation in the possession of the Custodian regarding the related Mortgage Loans and REO Property and the servicing thereof to the Certificateholders, the FDIC, and the supervisory agents and examiners of the FDIC, such access being afforded only upon reasonable prior written request and during normal business hours at the office of the Custodian; provided, however, that, unless otherwise required by law, the Trustee or the Custodian, as its agent, shall not be required to provide access to such records and documentation if the provision thereof would violate the legal right to privacy of any Mortgagor. The Trustee or the Custodian, as its agent, shall allow representatives of the above entities to photocopy any of the records and documentation and shall provide equipment for that purpose at a charge that covers the Trustee’s or the Custodian’s actual costs.

The Trustee shall execute upon the related Servicer’s written instruction (which includes the documents to be signed) and deliver to the related Servicer and the Master Servicer, any court pleadings, requests for trustee’s sale or other appropriate documents necessary or desirable to (i) the foreclosure or trustee’s sale with respect to a Mortgaged Property; (ii) any legal action brought to obtain judgment against any Mortgagor on the Mortgage Note or Security Instrument; (iii) obtain a deficiency judgment against the Mortgagor; or (iv) enforce any other rights or remedies provided by the Mortgage Note or Security Instrument or otherwise available at law or equity.

Section 3.02REMIC-Related Covenants.

For as long as each REMIC shall exist, the Trustee and the Securities Administrator shall act in accordance herewith to assure continuing treatment of such REMIC as a REMIC, and the Trustee and the Securities Administrator shall comply with any directions of the Depositor, the related Servicer or the Master Servicer to assure such continuing treatment. In particular, the Trustee shall not (a) sell or permit the sale of all or any portion of the Mortgage Loans or of any investment of deposits in an Account (except as otherwise expressly permitted by this Agreement) unless such sale is as a result of a repurchase of the Mortgage Loans pursuant to this Agreement or the Trustee has received a REMIC Opinion addressed to the Trustee prepared at the expense of the Trust Fund; and (b) other than with respect to a substitution pursuant to the Mortgage Loan Purchase Agreement or Section 2.04 of this Agreement, as applicable, accept any contribution to any REMIC after the Startup Day without receipt of a REMIC Opinion addressed to the Trustee .

Section 3.03Monitoring of Servicers.

(a)The Master Servicer shall be responsible for reporting to the Trustee and the Depositor the compliance by each Servicer with its duties under the related Servicing Agreement. In the review of each Servicer’s activities, the Master Servicer may rely upon an officer’s certificate of the Servicer (or similar document signed by an officer of the Servicer) with regard to such Servicer’s compliance with the terms of its Servicing Agreement. In the event that the Master Servicer, in its judgment, determines that a Servicer should be terminated in accordance with its Servicing Agreement, or that a notice should be sent pursuant to such Servicing Agreement with respect to the occurrence of an event that, unless cured, would constitute grounds for such termination, the Master Servicer shall notify the Depositor and the Trustee thereof and the Master Servicer (or the Trustee in the case that Wells Fargo is the Servicer to be terminated) shall issue such notice or take such other action as it deems appropriate.

The Master Servicer, for the benefit of the Trustee and the Certificateholders, shall enforce the obligations of each Servicer under the related Servicing Agreement, and shall, in the event that the related Servicer (other than Wells Fargo) fails to perform its obligations in accordance with the related Servicing Agreement, subject to the preceding paragraph, terminate the rights and obligations of such Servicer thereunder and act as servicer of the related Mortgage Loans or to cause the Trustee to enter into a new Servicing Agreement with a successor Servicer selected by the Master Servicer; provided, however, it is understood and acknowledged by the parties hereto that there shall be a period of transition (not to exceed 90 days) before the actual servicing functions can be fully transferred to such successor Servicer. In the event that Wells Fargo fails to perform its obligations in accordance with the Wells Fargo Servicing Agreement, subject to the preceding paragraph, the Master Servicer shall notify the Trustee in writing of such failure. Pursuant to its receipt of such notification from the Master Servicer, the Trustee shall terminate the rights and obligations of Wells Fargo under the Wells Fargo Servicing Agreement and enter into a new servicing agreement with a successor servicer selected by the Trustee or, in the case where it cannot find a successor servicer, it shall become the successor servicer; provided, however, it is understood and acknowledged by the parties hereto that there will be a period of transition (not to exceed 90 days) before the actual servicing functions can be fully transferred to such successor servicer. In either event, such enforcement, including, without limitation, the legal prosecution of claims, termination of the related Servicing Agreement 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 (or in the case Wells Fargo is terminated as the Servicer, the Trustee), in its good faith business judgment, would require were it the owner of the related Mortgage Loans. The Master Servicer shall pay the costs of such enforcement at its own expense, subject to its right of reimbursement pursuant to the provisions of this Agreement or the related Servicing Agreement, provided that the Master Servicer shall not be required to prosecute or defend any legal action except to the extent that the Master Servicer shall have received reasonable indemnity for its costs and expenses in pursuing such action. In the event that Wells Fargo is terminated as the Servicer, the Trustee shall pay the costs of such enforcement at its own expense, subject to its right to be reimbursed for such costs from the Distribution Account pursuant to Section 4.03(c); provided that the Trustee shall not be required to prosecute or defend any legal action except to the extent that the Trustee shall have received reasonable indemnity for its costs and expenses in pursuing such action. Nothing herein shall impose any obligation on the part of the Trustee to assume or succeed to the duties or obligations of Wells Fargo or the Master Servicer unless the Trustee has not been able to find a successor servicer or a successor master servicer.

(b)To the extent that the costs and expenses of the Master Servicer or the Trustee, as applicable, related to any termination of a Servicer, appointment of a successor servicer or the transfer and assumption of servicing by the Master Servicer or the Trustee, as applicable, with respect to any Servicing Agreement (including, without limitation, (i) all legal costs and expenses and all due diligence costs and expenses associated with an evaluation of the potential termination of the Servicer as a result of an event of default by such Servicer and (ii) all costs and expenses associated with the complete transfer of servicing, including all servicing files and all servicing data and the completion, correction or manipulation of such servicing data as may be required by the successor servicer to correct any errors or insufficiencies in the servicing data or otherwise to enable the successor servicer to service the Mortgage Loans in accordance with the related Servicing Agreement) are not fully and timely reimbursed by the terminated Servicer, the Master Servicer or the Trustee, as applicable, shall be entitled to reimbursement of such costs and expenses from the Distribution Account.

(c)The Master Servicer shall require each Servicer to comply with the remittance requirements and other obligations set forth in the related Servicing Agreements.

(d)If the Master Servicer acts as Servicer, it will not assume liability for the representations and warranties of the Servicer, if any, that it replaces.

Section 3.04Fidelity Bond.

The Master Servicer, at its expense, shall maintain in effect a blanket fidelity bond and an errors and omissions insurance policy, affording coverage with respect to all directors, officers, employees and other Persons acting on such Master Servicer’s behalf, and covering errors and omissions in the performance of the Master Servicer’s obligations hereunder. The errors and omissions insurance policy and the fidelity bond shall be in such form and amount generally acceptable for entities serving as master servicers or trustees.

Section 3.05Power to Act; Procedures.

The Master Servicer shall master service the Mortgage Loans and shall have full power and authority, subject to the REMIC Provisions and the provisions of Article X hereof, to do any and all things that it may deem necessary or desirable in connection with the master servicing and administration of the Mortgage Loans, including but not limited to the power and authority (i) to execute and deliver, on behalf of the Certificateholders and the Trustee, customary consents or waivers and other instruments and documents, (ii) to consent to transfers of any Mortgaged Property and assumptions of the Mortgage Notes and related Mortgages, (iii) to collect any Insurance Proceeds and Liquidation Proceeds, and (iv) to effectuate foreclosure or other conversion of the ownership of the Mortgaged Property securing any Mortgage Loan, in each case, in accordance with the provisions of this Agreement and the related Servicing Agreement, as applicable; provided, however, that the Master Servicer shall not (and, consistent with its responsibilities under Section 3.03, shall not permit any Servicer to) knowingly or intentionally take any action, or fail to take (or fail to cause to be taken) any action reasonably within its 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, may cause any REMIC to fail to qualify as a REMIC or result in the imposition of a tax upon the Trust Fund (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code) unless the Master Servicer has received an Opinion of Counsel (but not at the expense of the Master Servicer) to the effect that the contemplated action would not cause any REMIC to fail to qualify as a REMIC or result in the imposition of a tax upon any REMIC. The Trustee shall furnish the Master Servicer, upon written request from a Servicing Officer, with any powers of attorney empowering the Master Servicer or any Servicer to execute and deliver instruments of satisfaction or cancellation, or of partial or full release or discharge, and to foreclose upon or otherwise liquidate Mortgaged Property, and to appeal, prosecute or defend in any court action relating to the Mortgage Loans or the Mortgaged Property, in accordance with the applicable Servicing Agreement and this Agreement, and the Trustee shall execute and deliver such other documents, as the Master Servicer may request, to enable the Master Servicer to master service and administer the Mortgage Loans and carry out its duties hereunder, in each case in accordance with Accepted Master Servicing Practices (and the Trustee shall have no liability for misuse of any such powers of attorney by the Master Servicer or any Servicer). If the Master Servicer or the Trustee has been advised that it is likely that the laws of the state in which action is to be taken prohibit such action if taken in the name of the Trustee or that the Trustee would be adversely affected under the “doing business” or tax laws of such state if such action is taken in its name, the Master Servicer shall join with the Trustee in the appointment of a co-trustee pursuant to Section 9.11 hereof. In the performance of its duties hereunder, the Master Servicer shall be an independent contractor and shall not be deemed to be the agent of the Trustee.

Section 3.06Due-on-Sale Clauses; Assumption Agreements.

To the extent provided in the applicable Servicing Agreement, to the extent Mortgage Loans contain enforceable due-on-sale clauses, the Master Servicer shall cause the Servicers to enforce such clauses in accordance with the applicable Servicing Agreement. If applicable law prohibits the enforcement of a due-on-sale clause or such clause is otherwise not enforced in accordance with the applicable Servicing Agreement, and, as a consequence, a Mortgage Loan is assumed, the original Mortgagor may be released from liability in accordance with the applicable Servicing Agreement.

Section 3.07Release of Mortgage Files.

(a)Upon becoming aware of the payment in full of any Mortgage Loan, or the receipt by any Servicer of a notification that payment in full has been escrowed in a manner customary for such purposes for payment to Certificateholders on the next Distribution Date, the Servicer will, if required under the applicable Servicing Agreement (or if the Servicer does not, the Master Servicer may), promptly furnish to the Custodian, on behalf of the Trustee, two copies of a certification substantially in the form of Exhibit D hereto signed by a Servicing Officer or in a mutually agreeable electronic format which will, in lieu of a signature on its face, originate from a Servicing Officer (which certification shall include a statement to the effect that all amounts received in connection with such payment that are required to be deposited in the Protected Account maintained by the applicable Servicer pursuant to Section 4.01 or by the applicable Servicer pursuant to its Servicing Agreement have been or will be so deposited) and shall request that the Custodian, on behalf of the Trustee, deliver to the applicable Servicer the related Mortgage File. Upon receipt of such certification and request, the Custodian, on behalf of the Trustee, shall promptly release the related Mortgage File to the applicable Servicer and the Trustee and Custodian shall have no further responsibility with regard to such Mortgage File. Upon any such payment in full, each Servicer is authorized, to give, as agent for the Trustee, as the mortgagee under the Mortgage that secured the Mortgage Loan, an instrument of satisfaction (or assignment of mortgage without recourse) regarding the Mortgaged Property subject to the Mortgage, which instrument of satisfaction or assignment, as the case may be, shall be delivered to the Person or Persons entitled thereto against receipt therefor of such payment, it being understood and agreed that no expenses incurred in connection with such instrument of satisfaction or assignment, as the case may be, shall be chargeable to the Protected Account.

(b)From time to time and as appropriate for the servicing or foreclosure of any Mortgage Loan and in accordance with the applicable Servicing Agreement, upon written instruction from such Servicer or the Master Servicer, the Trustee shall execute such documents as shall be prepared and furnished to the Trustee by a Servicer or the Master Servicer (in form reasonably acceptable to the Trustee) and as are necessary to the prosecution of any such proceedings. The Custodian, on behalf of the Trustee, shall, upon the request of a Servicer or the Master Servicer, and delivery to the Custodian, on behalf of the Trustee, of two copies of a request for release signed by a Servicing Officer substantially in the form of Exhibit D (or in a mutually agreeable electronic format which will, in lieu of a signature on its face, originate from a Servicing Officer), release the related Mortgage File held in its possession or control to the Servicer or the Master Servicer, as applicable. Such trust receipt shall obligate the Servicer or the Master Servicer to return the Mortgage File to the Custodian on behalf of the Trustee, when the need therefor by the Servicer or the Master Servicer no longer exists unless the Mortgage Loan shall be liquidated, in which case, upon receipt of a certificate of a Servicing Officer similar to that hereinabove specified, the Mortgage File shall be released by the Custodian, on behalf of the Trustee, to the Servicer or the Master Servicer.

Section 3.08Documents, Records and Funds in Possession of Master Servicer To Be Held for Trustee.

(a)The Master Servicer and each Servicer (to the extent required by the related Servicing Agreement) shall transmit to the Trustee or Custodian such documents and instruments coming into the possession of the Master Servicer or such Servicer from time to time as are required by the terms hereof, or in the case of the Servicers, the applicable Servicing Agreement, to be delivered to the Trustee or Custodian. Any funds received by the Master Servicer or by a Servicer in respect of any Mortgage Loan or which otherwise are collected by the Master Servicer or by a Servicer as Liquidation Proceeds or Insurance Proceeds in respect of any Mortgage Loan shall be held for the benefit of the Trustee and the Certificateholders subject to the Master Servicer’s right to retain or withdraw from the Distribution Account the Master Servicing Compensation and other amounts provided in this Agreement, and to the right of each Servicer to retain its Servicing Fee and other amounts as provided in the applicable Servicing Agreement. The Master Servicer shall, and (to the extent provided in the applicable Servicing Agreement) shall cause each Servicer to, provide access to information and documentation regarding the Mortgage Loans to the Trustee, its agents and accountants at any time upon reasonable request and during normal business hours, and to Certificateholders that are savings and loan associations, banks or insurance companies, the Office of Thrift Supervision, the FDIC and the supervisory agents and examiners of such Office and Corporation or examiners of any other federal or state banking or insurance regulatory authority if so required by applicable regulations of the Office of Thrift Supervision or other regulatory authority, such access to be afforded without charge but only upon reasonable request in writing and during normal business hours at the offices of the Master Servicer designated by it. In fulfilling such a request the Master Servicer shall not be responsible for determining the sufficiency of such information.

(b)All Mortgage Files and funds collected or held by, or under the control of, the Master Servicer, in respect of any Mortgage Loans, whether from the collection of principal and interest payments or from Liquidation Proceeds or Insurance Proceeds, shall be held by the Master Servicer for and on behalf of the Trustee and the Certificateholders and shall be and remain the sole and exclusive property of the Trustee; provided, however, that the Master Servicer and each Servicer shall be entitled to setoff against, and deduct from, any such funds any amounts that are properly due and payable to the Master Servicer or such Servicer under this Agreement or the applicable Servicing Agreement.

Section 3.09Standard Hazard Insurance and Flood Insurance Policies.

(a)For each Mortgage Loan, the Master Servicer shall enforce any obligation of the Servicers under the related Servicing Agreements to maintain or cause to be maintained standard fire and casualty insurance and, where applicable, flood insurance, all in accordance with the provisions of the related Servicing Agreements. It is understood and agreed that such insurance shall be with insurers meeting the eligibility requirements set forth in the applicable Servicing Agreement and that no earthquake or other additional insurance is to be required of any Mortgagor or to be maintained on property acquired in respect of a defaulted 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.

(b)Pursuant to Section 4.01 and 4.04, any amounts collected by the Servicers or the Master Servicer, or by any Servicer, under any insurance policies (other than amounts to be applied to the restoration or repair of the property subject to the related Mortgage or released to the Mortgagor in accordance with the applicable Servicing Agreement) shall be deposited into the Distribution Account, subject to withdrawal pursuant to Section 4.04 and 4.05. Any cost incurred by the Master Servicer or any Servicer in maintaining any such insurance if the Mortgagor defaults in its obligation to do so shall be added to the amount owing under the Mortgage Loan where the terms of the Mortgage Loan so permit; provided, however, that the addition of any such cost shall not be taken into account for purposes of calculating the distributions to be made to Certificateholders and shall be recoverable by the Master Servicer or such Servicer pursuant to Section 4.04 and 4.05.

Section 3.10Presentment of Claims and Collection of Proceeds.

The Master Servicer shall (to the extent provided in the applicable Servicing Agreement) cause the related Servicer to prepare and present on behalf of the Trustee and the Certificateholders all claims under the Insurance Policies and take such actions (including the negotiation, settlement, compromise or enforcement of the insured’s claim) as shall be necessary to realize recovery under such policies. Any proceeds disbursed to the Master Servicer (or disbursed to a Servicer and remitted to the Master Servicer) in respect of such policies, bonds or contracts shall be promptly deposited in the Distribution Account upon receipt, except that any amounts realized that are to be applied to the repair or restoration of the related Mortgaged Property as a condition precedent to the presentation of claims on the related Mortgage Loan to the insurer under any applicable Insurance Policy need not be so deposited (or remitted).

Section 3.11Maintenance of the Primary Mortgage Insurance Policies.

(a)The Master Servicer shall not take, or permit any Servicer (to the extent such action is prohibited under the applicable Servicing Agreement) to take, any action that would result in noncoverage under any applicable Primary Mortgage Insurance Policy of any loss which, but for the actions of the Master Servicer or such Servicer, would have been covered thereunder. The Master Servicer shall use its best reasonable efforts to cause each Servicer (to the extent required under the related Servicing Agreement) to keep in force and effect (to the extent that the Mortgage Loan requires the Mortgagor to maintain such insurance), primary mortgage insurance applicable to each Mortgage Loan in accordance with the provisions of this Agreement and the related Servicing Agreement, as applicable. The Master Servicer shall not, and shall not permit any Servicer (to the extent required under the related Servicing Agreement) to, cancel or refuse to renew any such Primary Mortgage Insurance Policy that is in effect at the date of the initial issuance of the Mortgage Note and is required to be kept in force hereunder except in accordance with the provisions of this Agreement and the related Servicing Agreement, as applicable.

(b)The Master Servicer agrees to present, or to cause each Servicer (to the extent required under the related Servicing Agreement) to present, on behalf of the Trustee and the Certificateholders, claims to the insurer under any Primary Mortgage Insurance Policies and, in this regard, to take such reasonable action as shall be necessary to permit recovery under any Primary Mortgage Insurance Policies respecting defaulted Mortgage Loans. Pursuant to Section 4.01 and 4.04, any amounts collected by the Master Servicer or any Servicer under any Primary Mortgage Insurance Policies shall be deposited in the Distribution Account, subject to withdrawal pursuant to Sections 4.04 and 4.05.

Section 3.12Trustee to Retain Possession of Certain Insurance Policies and Documents.

The Trustee (or the Custodian, as directed by the Trustee), shall retain possession and custody of the originals (to the extent available) of any Primary Mortgage Insurance Policies, or certificate of insurance if applicable, and any certificates of renewal as to the foregoing as may be issued from time to time as contemplated by this Agreement. Until all amounts distributable in respect of the Certificates have been distributed in full and the Master Servicer otherwise has fulfilled its obligations under this Agreement, the Trustee (or its Custodian, if any, as directed by the Trustee) shall also retain possession and custody of each Mortgage File in accordance with and subject to the terms and conditions of this Agreement. The Master Servicer shall promptly deliver or cause to be delivered to the Trustee (or the Custodian, as directed by the Trustee), upon the execution or receipt thereof the originals of any Primary Mortgage Insurance Policies, any certificates of renewal, and such other documents or instruments that constitute portions of the Mortgage File that come into the possession of the Master Servicer from time to time.

Section 3.13Realization Upon Defaulted Mortgage Loans.

The Master Servicer shall cause each Servicer (to the extent required under the related Servicing Agreement) to foreclose upon, repossess or otherwise comparably convert the ownership of Mortgaged 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, all in accordance with the applicable Servicing Agreement.

Section 3.14Compensation for the Master Servicer.

The Master Servicer will be entitled to all income and gain realized from any investment of funds in the Distribution Account for a period not to exceed five Business Days preceding the Distribution Date, pursuant to Article IV, for the performance of its activities hereunder. Servicing compensation in the form of assumption fees, if any, late payment charges, as collected, if any, or otherwise (but not including any prepayment premium or penalty) shall be retained by the applicable Servicer and shall not be deposited in the Protected Account. The Master Servicer shall be required to pay all expenses incurred by it in connection with its activities hereunder and shall not be entitled to reimbursement therefor except as provided in this Agreement.

Section 3.15REO Property.

(a)In the event the Trust Fund acquires ownership of any REO Property in respect of any related Mortgage Loan, the deed or certificate of sale shall be issued to the Trustee, or to its nominee, on behalf of the related Certificateholders. The Master Servicer shall, to the extent provided in the applicable Servicing Agreement, cause the applicable Servicer to sell any REO Property as expeditiously as possible and in accordance with the provisions of this Agreement and the related Servicing Agreement, as applicable. Pursuant to its efforts to sell such REO Property, the Master Servicer shall cause the applicable Servicer to protect and conserve, such REO Property in the manner and to the extent required by the applicable Servicing Agreement, in accordance with the REMIC Provisions and in a manner that does not result in a tax on “net income from foreclosure property” or cause such REO Property to fail to qualify as “foreclosure property” within the meaning of Section 860G(a)(8) of the Code.

(b)The Master Servicer shall, to the extent required by the related Servicing Agreement, cause the applicable Servicer to deposit all funds collected and received in connection with the operation of any REO Property in the Protected Account.

(c)The Master Servicer and the applicable Servicer, upon the final disposition of any REO Property, shall be entitled to reimbursement for any related unreimbursed Monthly Advances and other unreimbursed advances as well as any unpaid Servicing Fees from Liquidation Proceeds received in connection with the final disposition of such REO Property; provided, that any such unreimbursed Monthly Advances as well as any unpaid Servicing Fees may be reimbursed or paid, as the case may be, prior to final disposition, out of any net rental income or other net amounts derived from such REO Property.

(d)To the extent provided in the related Servicing Agreement, the Liquidation Proceeds from the final disposition of the REO Property, net of any payment to the Master Servicer and the applicable Servicer as provided above shall be deposited in the Protected Account on or prior to the Determination Date in the month following receipt thereof and be remitted by wire transfer in immediately available funds to the Master Servicer for deposit into the Distribution Account on the next succeeding Servicer Remittance Date.

Section 3.16Annual Statement as to Compliance.

(a)The Master Servicer and the Securities Administrator shall deliver (or otherwise make available) to the Depositor and the Securities Administrator not later than March 15th of each calendar year beginning in 2007, an Officer’s Certificate (an “Annual Statement of Compliance”) stating, as to each signatory thereof, that (i) a review of the activities of each such party during the preceding calendar year and of its performance under this Agreement or other applicable servicing agreement has been made under such officer’s supervision and (ii) to the best of such officer’s knowledge, based on such review, such party has fulfilled all of its obligations under this Agreement or other applicable servicing agreement in all material respects throughout such year, or, if there has been a failure to fulfill any such obligation in any material respect, specifying each such failure known to such officer and the nature and status of the cure provisions thereof. Such Annual Statement of Compliance shall contain no restrictions or limitations on its use. The Master Servicer shall enforce the obligations of each Servicer, to the extent set forth in the related Servicing Agreement, to deliver a similar Annual Statement of Compliance by that Servicer to the Depositor and the Securities Administrator as described above as and when required with respect to the Master Servicer. In the event that certain servicing responsibilities with respect to any Mortgage Loan have been delegated by the Master Servicer, the Securities Administrator or a Servicer to a subservicer or subcontractor, each such entity shall cause such subservicer or subcontractor (and with respect to each Servicer, the Master Servicer shall enforce the obligation of such Servicer to the extent required under the related Servicing Agreement) to deliver a similar Annual Statement of Compliance by such subservicer or subcontractor to the Depositor and the Securities Administrator as described above as and when required with respect to the Master Servicer or the related Servicer (as the case may be).

(b)Failure of the Master Servicer to comply with this Section 3.16 (including with respect to the timeframes required herein) shall be deemed an Event of Default, and at the written direction of the Depositor the Trustee shall, in addition to whatever rights the Trustee may have under this Agreement and at law or equity or to damages, including injunctive relief and specific performance, upon notice 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 without compensating the Master Servicer for the same. Failure of the Securities Administrator to comply with this Section 3.16 (including with respect to the timeframes required in this Section) which failure results in a failure to timely file the related Form 10-K, shall be deemed a default and the Trustee at the written direction of the Depositor shall, in addition to whatever rights the Trustee may have under this Agreement and at law or equity or to damages, including injunctive relief and specific performance, upon notice immediately terminate all of the rights and obligations of the Securities Administrator under this Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Securities Administrator for the same. This paragraph shall supersede any other provision in this Agreement or any other agreement to the contrary.

Section 3.17Assessments of Compliance and Attestation Reports.

Pursuant to Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB, each of the Master Servicer, the Securities Administrator and the Custodian (to the extent set forth in this Section) (each, an “Attesting Party”) shall deliver (or otherwise make available) to the Securities Administrator and the Depositor on or before March 15th of each calendar year beginning in 2007, a report regarding such Attesting Party’s assessment of compliance (an “Assessment of Compliance”) with the Servicing Criteria during the preceding calendar year. The Assessment of Compliance, as set forth in Regulation AB, must contain the following:

(a)A statement by an authorized officer of such Attesting Party of its authority and responsibility for assessing compliance with the Servicing Criteria applicable to the related Attesting Party;

(b)A statement by an authorized officer that such Attesting Party used the Servicing Criteria attached as Exhibit M hereto, and which will also be attached to the Assessment of Compliance, to assess compliance with the Servicing Criteria applicable to the related Attesting Party;

(c)An assessment by such officer of the related Attesting Party’s compliance with the applicable Servicing Criteria for the period consisting of the preceding calendar year, including disclosure of any material instance of noncompliance with respect thereto during such period, which assessment shall be based on the activities such Attesting Party performs with respect to asset-backed securities transactions taken as a whole involving the related Attesting Party, that are backed by the same asset type as the Mortgage Loans;

(d)A statement that a registered public accounting firm has issued an attestation report on the related Attesting Party’s Assessment of Compliance for the period consisting of the preceding calendar year; and

(e)A statement as to which of the Servicing Criteria, if any, are not applicable to the related Attesting Party, which statement shall be based on the activities such Attesting Party performs with respect to asset-backed securities transactions taken as a whole involving such Attesting Party, that are backed by the same asset type as the Mortgage Loans.

Such report at a minimum shall address each of the Servicing Criteria specified on Exhibit M hereto which are indicated as applicable to the related Attesting Party.

On or before March 15th of each calendar year beginning in 2007, each Attesting Party shall furnish to the Master Servicer, the Depositor and the Securities Administrator a report (an “Attestation Report”) by a registered public accounting firm that attests to, and reports on, the Assessment of Compliance made by the related Attesting Party, as required by Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122(b) of Regulation AB, which Attestation Report must be made in accordance with standards for attestation reports issued or adopted by the Public Company Accounting Oversight Board.

The Master Servicer shall enforce the obligation of each Servicer to deliver to the Securities Administrator, the Master Servicer and the Depositor an Assessment of Compliance and Attestation Report as and when provided in the related Servicing Agreement. Each of the Master Servicer and the Securities Administrator shall cause any subservicer and each subcontractor (to the extent such subcontractor is determined by the Master Servicer or the Securities Administrator, as applicable, to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB) that is engaged by the Master Servicer or the Securities Administrator, as applicable, to deliver to the Securities Administrator, the Master Servicer and the Depositor an Assessment of Compliance and Attestation Report as and when provided above. Such Assessment of Compliance, as to any subservicer or subcontractor, shall at a minimum address the applicable Servicing Criteria specified on Exhibit M hereto which are indicated as applicable to any “primary servicer” to the extent such subservicer or subcontractor is performing any servicing function for the party who engages it and to the extent such party is not itself addressing the Servicing Criteria related to such servicing function in its own Assessment of Compliance. The Securities Administrator shall confirm that each of the Assessments of Compliance delivered to it, taken as a whole, address all of the Servicing Criteria and taken individually address the Servicing Criteria for each party as set forth in Exhibit M and notify the Depositor of any exceptions. Notwithstanding the foregoing, as to any subcontractor, an Assessment of Compliance is not required to be delivered unless it is required as part of a Form 10-K with respect to the Trust Fund.

The Custodian shall deliver to the Securities Administrator and the Depositor an Assessment of Compliance and Attestation Report, as and when provided above, which shall at a minimum address each of the Servicing Criteria specified on Exhibit M hereto which are indicated as applicable to a “custodian”. Notwithstanding the foregoing, an Assessment of Compliance or Attestation Report is not required to be delivered by any Custodian unless it is required as part of a Form 10-K with respect to the Trust Fund.

Failure of the Master Servicer to comply with this Section 3.17 (including with respect to the timeframes required herein) shall, upon written notice from the Trustee at the written direction of the Depositor, constitute an Event of Default, and at the written direction of the Depositor the Trustee shall, in addition to whatever rights the Trustee may have under this Agreement and at law or equity or to damages, including injunctive relief and specific performance, upon notice 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 without compensating the Master Servicer for the same (but subject to the Master Servicer’s rights to payment of any Master Servicing compensation and reimbursement of all amounts for which it is entitled to be reimbursed prior to the date of termination). Failure of the Securities Administrator to comply with this Section 3.17 (including with respect to the timeframes required in this Section) which failure results in a failure to timely file the related Form 10-K, shall, upon written notice from the Trustee at the written direction of the Depositor, constitute a default and the Trustee shall, in addition to whatever rights the Trustee may have under this Agreement and at law or equity or to damages, including injunctive relief and specific performance, upon notice immediately terminate all of the rights and obligations of the Securities Administrator under this Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Securities Administrator for the same (but subject to the Securities Administrator’s right to reimbursement of all amounts for which it is entitled to be reimbursed prior to the date of termination). This paragraph shall supersede any other provision in this Agreement or any other agreement to the contrary.

Section 3.18Reports Filed with Securities and Exchange Commission.

(a)(i) (A) Within 15 days after each Distribution Date, the Securities Administrator shall, in accordance with industry standards, prepare and file with the Commission via the Electronic Data Gathering and Retrieval System (“EDGAR”), a Distribution Report on Form 10-D, signed by the Master Servicer, with a copy of the Monthly Statement to be furnished by the Securities Administrator to the Certificateholders for such Distribution Date; provided that, the Securities Administrator shall have received no later than five (5) calendar days after the related Distribution Date, all information required to be provided to the Securities Administrator as described in clause (a)(iv) below. Any disclosure that is in addition to the Monthly Statement and that is required to be included on Form 10-D (“Additional Form 10-D Disclosure”) shall be, pursuant to the paragraph immediately below, reported by the parties set forth on Exhibit N to the Securities Administrator and the Depositor and approved by the Depositor, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure absent such reporting (other than in the case where the Securities Administrator is the reporting party as set forth in Exhibit N) and approval.

(B) Within five (5) calendar days after the related Distribution Date, (i) the parties set forth in Exhibit N shall be required to provide, pursuant to Section 3.18(a)(v) below, to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D. The Depositor shall be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this Section.

(C) After preparing the Form 10-D, the Securities Administrator shall forward electronically a copy of the Form 10-D to the Depositor (in the case of any Additional 10-D Disclosure and otherwise if requested by the Depositor) and the Master Servicer for review. Within two Business Days after receipt of such copy, but no later than the 12th calendar day after the Distribution Date (provided that, the Securities Administrator forwards a copy of the Form 10-D no later than the 10th calendar after the Distribution Date), the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 10-D. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with the execution and filing of the Form 10-D. No later than the 13th calendar day after the related Distribution Date, a duly authorized officer of the Master Servicer shall sign the Form 10-D and, in the case where the Master Servicer and the Securities Administrator are not affiliated, return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator shall follow the procedures set forth in Section 3.18(a)(vi). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator shall make available on its internet website identified in Section 6.04 a final executed copy of each Form 10-D filed by the Securities Administrator. The signing party at the Master Servicer can be contacted as set forth in Section 12.07. Form 10-D requires the registrant to indicate (by checking “yes” or “no”) that it (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. The Depositor shall notify the Securities Administration in writing, no later than the fifth calendar day after the related Distribution Date with respect to the filing of a report on Form 10-D, if the answer to the questions should be “no”. The Securities Administrator shall be entitled to rely on the representations in Section 2.06(vii) and in any such notice in preparing, executing and/or filing any such report. The parties to this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of their respective duties under Sections 3.18(a)(i) and (vi) related to the timely preparation, execution and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under such Sections. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Master Servicer’s or the Securities Administrator’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct.

(ii) (A) Within four (4) Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), the Securities Administrator shall prepare and file, at the direction of the Depositor, on behalf of the Trust, any Form 8-K, as required by the Exchange Act; provided that, the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K (“Form 8-K Disclosure Information”) shall be, pursuant to the paragraph immediately below, reported by the parties set forth on Exhibit N to the Securities Administrator and the Depositor and approved by the Depositor, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information absent such reporting (other than in the case where the Securities Administrator is the reporting party as set forth in Exhibit N) and approval.

(B) For so long as the Trust is subject to the Exchange Act reporting requirements, no later than the close of business on the 2nd Business Day after the occurrence of a Reportable Event (i) the parties set forth in Exhibit N shall be required pursuant to Section 3.18(a)(v) below to provide to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, and (ii) the Depositor shall approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information on Form 8-K. The Depositor shall be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this Section.

(C) After preparing the Form 8-K, the Securities Administrator shall forward electronically a copy of the Form 8-K to the Depositor and the Master Servicer for review. No later than the close of business New York City time on the 3rd Business Day after the Reportable Event, or in the case where the Master Servicer and Securities Administrator are affiliated, no later than noon New York City time on the 4th Business Day after the Reportable Event, a duly authorized officer of the Master Servicer shall sign the Form 8-K and, in the case where the Master Servicer and the Securities Administrator are not affiliated, return an electronic or fax copy of such signed Form 8-K (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. Promptly, but no later than the close of business on the 3rd Business Day after the Reportable Event (provided that, the Securities Administrator forwards a copy of the Form 8-K no later than noon New York time on the third Business Day after the Reportable Event), the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 8-K. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 8-K is in final form and the Securities Administrator may proceed with the execution and filing of the Form 8-K. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator shall follow the procedures set forth in Section 3.18(a)(vi). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator shall, make available on its internet website a final executed copy of each Form 8-K filed by the Securities Administrator. The signing party at the Master Servicer can be contacted as set forth in Section 12.07. The parties to this Agreement acknowledge that the performance by Master Servicer and the Securities Administrator of their respective duties under this Section 3.16(a)(iii) related to the timely preparation, execution and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under this Section 3.18(a)(iii). Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 8-K, where such failure results from the Master Servicer’s or the Securities Administrator’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct.

(iii) (A) Within 90 days after the end of each fiscal year of the Trust or such earlier date as may be required by the Exchange Act (the “10-K Filing Deadline”) (it being understood that the fiscal year for the Trust ends on December 31st of each year), commencing in March 2007, the Securities Administrator shall prepare and file on behalf of the Trust a Form 10-K, in form and substance as required by the Exchange Act. Each such Form 10-K shall include the following items, in each case to the extent they have been delivered to the Securities Administrator within the applicable time frames set forth in this Agreement, (I) an annual compliance statement for the Master Servicer, the Securities Administrator and any subservicer or subcontractor, as applicable, as described under Section 3.16, (II)(A) the annual reports on assessment of compliance with Servicing Criteria for the Master Servicer, each subservicer and subcontractor participating in the servicing function, the Securities Administrator and the Custodian, as described under Section 3.17, and (B) if any such report on assessment of compliance with Servicing Criteria described under Section 3.17 identifies any material instance of noncompliance, disclosure identifying such instance of noncompliance, or if any such report on assessment of compliance with Servicing Criteria described under Section 3.17 is not included as an exhibit to such Form 10-K, disclosure that such report is not included and an explanation why such report is not included, (III)(A) the registered public accounting firm attestation report for the Master Servicer, the Securities Administrator, each subservicer, each subcontractor, as applicable, and the Custodian, as described under Section 3.17, and (B) if any registered public accounting firm attestation report described under Section 3.17 identifies any material instance of noncompliance, disclosure identifying such instance of noncompliance, or if any such registered public accounting firm attestation report is not included as an exhibit to such Form 10-K, disclosure that such report is not included and an explanation why such report is not included, and (IV) a Sarbanes-Oxley Certification as described in Section 3.16 (a)(iii)(D) below (provided, however, that the Securities Administrator, at its discretion, may omit from the Form 10-K any annual compliance statement, assessment of compliance or attestation report that is not required to be filed with such Form 10-K pursuant to Regulation AB). Any disclosure or information in addition to (I) through (IV) above that is required to be included on Form 10-K (“Additional Form 10-K Disclosure”) shall be, pursuant to the paragraph immediately below, reported by the parties set forth on Exhibit N to the Securities Administrator and the Depositor and approved by the Depositor, and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-K Disclosure absent such reporting (other than in the case where the Securities Administrator is the reporting party as set forth in Exhibit N) and approval.

(B) No later than March 15th of each year that the Trust is subject to the Exchange Act reporting requirements, commencing in 2007, (i) the parties set forth in Exhibit N shall be required to provide pursuant to Section 3.18(a)(v) below to the Securities Administrator and the Depositor, to the extent known by a responsible officer thereof, in EDGAR-compatible format, or in such other form as otherwise agreed upon by the Securities Administrator and the Depositor and such party, the form and substance of any Additional Form 10-K Disclosure, if applicable, and (ii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-K Disclosure on Form 10-K. The Depositor shall be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-K Disclosure on Form 10-K pursuant to this Section.

(C) After preparing the Form 10-K, the Securities Administrator shall forward electronically a copy of the Form 10-K to the Depositor (only in the case where such Form 10-K includes Additional Form 10-K Disclosure) and the Master Servicer for review. Within three Business Days after receipt of such copy, but no later than March 25th (provided that, the Securities Administrator forwards a copy of the Form 10-K no later than the third Business Day prior to March 25th), the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 10-K. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-K is in final form and the Securities Administrator may proceed with the execution and filing of the Form 10-K. No later than the close of business Eastern Standard time on the 4th Business Day prior to the 10-K Filing Deadline, an officer of the Master Servicer in charge of the master servicing function shall sign the Form 10-K and, in the case where the Master Servicer and the Securities Administrator are unaffiliated, return an electronic or fax copy of such signed Form 10-K (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 10-K cannot be filed on time or if a previously filed Form 10-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 3.18(a)(vi). Promptly (but no later than one (1) Business Day) after filing with the Commission, the Securities Administrator shall make available on its internet website a final executed copy of each Form 10-K filed by the Securities Administrator. The signing party at the Master Servicer can be contacted as set forth in Section 12.07. Form 10-K requires the registrant to indicate (by checking “yes” or “no”) that it (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. The Depositor shall notify the Securities Administration in writing, no later than March 15th after the related Distribution Date with respect to the filing of a report on Form 10-K, if the answer to the questions should be “no”. The Securities Administrator shall be entitled to rely on the representations in Section 2.06(vii) and in any such notice in preparing, executing and/or filing any such report. The parties to this Agreement acknowledge that the performance by the Master Servicer and the Securities Administrator of their respective duties under Sections 3.18(a)(iv) and (vi) related to the timely preparation, execution and filing of Form 10-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties under such Sections and Sections 3.16 and Section 3.17. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-K, where such failure results from the Master Servicer’s or the Securities Administrator’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 10-K, not resulting from its own negligence, bad faith or willful misconduct.

(D) Each Form 10-K shall include a certification (the “Sarbanes-Oxley Certification”) required to be included therewith pursuant to the Sarbanes-Oxley Act which shall be signed by the Certifying Person and delivered to the Securities Administrator no later than March 15th of each year in which the Trust is subject to the reporting requirements of the Exchange Act. The Master Servicer shall cause any Servicer, subservicer or subcontractor engaged by it to provide to the Person who signs the Sarbanes-Oxley Certification (the “Certifying Person”), by March 10th of each year in which the Trust is subject to the reporting requirements of the Exchange Act and otherwise within a reasonable period of time upon request, a certification (each, a “Back-Up Certification”), in the form attached hereto as Exhibit L, upon which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity’s officers, directors and Affiliates (collectively with the Certifying Person, “Certification Parties”) can reasonably rely. An officer of the Master Servicer in charge of the master servicing function shall serve as the Certifying Person on behalf of the Trust. Such officer of the Certifying Person can be contacted as set forth in Section 12.07.

(iv) With respect to any Additional Form 10-D Disclosure, Additional Form 10-K Disclosure or any Form 8-K Disclosure Information (collectively, the “Additional Disclosure”) relating to the Trust Fund, the Securities Administrator’s obligation to include such Additional Information in the applicable Exchange Act report is subject to receipt from the entity that is indicated in Exhibit N as the responsible party for providing that information, if other than the Securities Administrator, as and when required as described in Section 3.18(a)(i) through (iv) above. Such Additional Disclosure shall be accompanied by a notice substantially in the form of Exhibit O. Each of the Master Servicer, the Seller, the Securities Administrator and the Depositor hereby agrees to notify and provide to the extent known to the Master Servicer, the Seller, the Securities Administrator and the Depositor all Additional Disclosure relating to the Trust Fund, with respect to which such party is indicated in Exhibit N as the responsible party for providing that information. The Depositor shall be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Disclosure information pursuant to this Section.

So long as the Depositor is subject to the filing requirements of the Exchange Act with respect to the Trust Fund, the Trustee shall notify the Securities Administrator and the Depositor of any bankruptcy or receivership with respect to the Trustee or of any proceedings of the type described under Item 1117 of Regulation AB that have occurred as of the related Due Period, together with a description thereof, no later than the date on which such information is required of other parties hereto as set forth under this Section 3.18. In addition, the Trustee shall notify the Securities Administrator and the Depositor of any affiliations or relationships that develop after the Closing Date between the Trustee and the Depositor, the Seller, the Securities Administrator, the Master Servicer or the Custodian of the type described under Item 1119 of Regulation AB, together with a description thereof, no later than the date on which such information is required of other parties hereto as set forth under this Section 3.18. Should the identification of any of the Depositor, the Seller, the Securities Administrator, the Master Servicer or the Custodian change, the Depositor shall promptly notify the Trustee in writing.

(v) (A) On or prior to January 30th of the first year in which the Securities Administrator is able to do so under applicable law, the Securities Administrator shall prepare and file a Form 15 relating to the automatic suspension of reporting in respect of the Trust under the Exchange Act.

(B) In the event that the Securities Administrator is unable to timely file with the Commission all or any required portion of any Form 8-K, 10-D or 10-K required to be filed by this Agreement because required disclosure information was either not delivered to it or delivered to it after the delivery deadlines set forth in this Agreement or for any other reason, the Securities Administrator shall promptly notify the Depositor and the Master Servicer. In the case of Form 10-D and 10-K, the Depositor, the Master Servicer and the Securities Administrator shall cooperate to prepare and file a Form 12b-25 and a 10-DA and 10-KA as applicable, pursuant to Rule 12b-25 of the Exchange Act. In the case of Form 8-K, the Securities Administrator will, upon receipt of all required Form 8-K Disclosure Information and upon the approval and direction of the Depositor, include such disclosure information on the next Form 10-D. In the event that any previously filed Form 8-K, 10-D or 10-K needs to be amended, and such amendment relates to any Additional Disclosure, the Securities Administrator shall notify the Depositor and the parties affected thereby and such parties will cooperate to prepare any necessary Form 8-K, 10-DA or 10-KA. Any Form 15, Form 12b-25 or any amendment to Form 8-K, 10-D or 10-K shall be signed by an appropriate officer of the Master Servicer. The parties hereto acknowledge that the performance by the Master Servicer and the Securities Administrator of their respective duties under this Section 3.16(a)(v) related to the timely preparation, execution and filing of Form 15, a Form 12b-25 or any amendment to Form 8-K, 10-D or 10-K is contingent upon the Master Servicer and the Depositor timely performing their duties under this Section. Neither the Master Servicer nor the Securities Administrator shall have any liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly prepare, execute and/or timely file any such Form 15, Form 12b-25 or any amendments to Form 8-K, 10-D or 10-K, where such failure results from the Master Servicer’s or the Securities Administrator’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 15, Form 12b-25 or any amendments to Form 8-K, 10-D or 10-K, not resulting from its own negligence, bad faith or willful misconduct.

The Depositor agrees to promptly furnish to the Securities Administrator, from time to time upon request, such further information, reports and financial statements within its control related to this Agreement, the Mortgage Loans as the Securities Administrator reasonably deems appropriate to prepare and file all necessary reports with the Commission. The Securities Administrator shall have no responsibility to file any items other than those specified in this Section 3.18; provided, however, the Securities Administrator shall cooperate with the Depositor in connection with any additional filings with respect to the Trust Fund as the Depositor deems necessary under the Exchange Act. Fees and expenses incurred by the Securities Administrator in connection with this Section 3.18 shall not be reimbursable from the Trust Fund.

(b)In connection with the filing of any 10-K hereunder, in the case where the Master Servicer and Securities Administrator are not affiliated, the Securities Administrator shall sign a Back-Up Certification substantially in the form of Exhibit L; provided, however, that the Securities Administrator shall not be required to undertake an analysis of any accountant’s report attached as an exhibit to the Form 10-K.

(c)The Securities Administrator shall indemnify and hold harmless the Depositor and the Master Servicer and each of its officers, directors and affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon a breach of the Securities Administrator’s obligations under Sections 3.16, 3.17 and 3.18 or the Securities Administrator’s negligence, bad faith or willful misconduct in connection therewith. In addition, the Securities Administrator shall indemnify and hold harmless the Depositor and the Master Servicer and each of their respective officers, directors and affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon (i) any untrue statement or alleged untrue statement of any material fact contained in any Back-Up Certification, any Annual Statement of Compliance, any Assessment of Compliance or any Additional Disclosure provided by the Securities Administrator on its behalf or on behalf of any subservicer or subcontractor engaged by the Securities Administrator pursuant to Section 3.16, 3.17 or 3.18 (the “Securities Administrator Information”), or (ii) any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances in which they were made, not misleading; provided, by way of clarification, that this paragraph shall be construed solely by reference to the Securities Administrator Information and not to any other information communicated in connection with the Certificates, without regard to whether the Securities Administrator Information or any portion thereof is presented together with or separately from such other information.

The Depositor shall indemnify and hold harmless the Securities Administrator and the Master Servicer and each of its officers, directors and affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon a breach of the obligations of the Depositor under Sections 3.16, 3.17 and 3.18 or the Depositor’s negligence, bad faith or willful misconduct in connection therewith. In addition, the Depositor shall indemnify and hold harmless the Master Servicer, the Securities Administrator and each of their respective officers, directors and affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon (i) any untrue statement or alleged untrue statement of any material fact contained in any Additional Disclosure provided by the Depositor that is required to be filed pursuant to this Section 3.18 (the “Depositor Information”), or (ii) any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances in which they were made, not misleading; provided, by way of clarification, that this paragraph shall be construed solely by reference to the Depositor Information that is required to be filed and not to any other information communicated in connection with the Certificates, without regard to whether the Depositor Information or any portion thereof is presented together with or separately from such other information.

The Master Servicer shall indemnify and hold harmless the Securities Administrator and the Depositor and each of its respective officers, directors and affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon a breach of the obligations of the Master Servicer under Sections 3.16, 3.17 and 3.18 or the Master Servicer’s negligence, bad faith or willful misconduct in connection therewith. In addition, the Master Servicer shall indemnify and hold harmless the Depositor and each of its officers, directors and affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of or based upon (i) any untrue statement or alleged untrue statement of any material fact contained in any Annual Statement of Compliance, any Assessment of Compliance or any Additional Disclosure provided by the Master Servicer on its behalf or on behalf of any subservicer or subcontractor engaged by the Master Servicer pursuant to Section 3.16, 3.17 or 3.18 (the “Master Servicer Information”), or (ii) any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances in which they were made, not misleading; provided, by way of clarification, that this paragraph shall be construed solely by reference to the Master Servicer Information and not to any other information communicated in connection with the Certificates, without regard to whether the Master Servicer Information or any portion thereof is presented together with or separately from such other information.

If the indemnification provided for herein is unavailable or insufficient to hold harmless the Depositor, the Securities Administrator or the Master Servicer, as applicable, then the defaulting party, in connection with any conduct for which it is providing indemnification under this Section 3.18(c), agrees that it shall contribute to the amount paid or payable by the other parties as a result of the losses, claims, damages or liabilities of the other party in such proportion as is appropriate to reflect the relative fault and the relative benefit of the respective parties.

The indemnification provisions set forth in this Section 3.18(c) shall survive the termination of this Agreement or the termination of any party to this Agreement.

(d)Failure of the Master Servicer to comply with this Section 3.18 (including with respect to the timeframes required herein) shall, upon written notice from the Trustee at the written direction of the Depositor, constitute an Event of Default, and the Trustee shall, in addition to whatever rights the Trustee may have under this Agreement and at law or equity or to damages, including injunctive relief and specific performance, upon notice 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 without compensating the Master Servicer for the same (but subject to the Master Servicer’s rights to payment of any Master Servicing compensation and reimbursement of all amounts for which it is entitled to be reimbursed prior to the date of termination). Failure of the Securities Administrator to comply with this Section 3.18 (including with respect to the timeframes required in this Section) which failure results in a failure to timely file the related Form 10-K, shall, upon written notice from the Trustee at the written direction of the Depositor, constitute a default and the Trustee at the written direction of the Depositor shall, in addition to whatever rights the Trustee may have under this Agreement and at law or equity or to damages, including injunctive relief and specific performance, upon notice immediately terminate all of the rights and obligations of the Securities Administrator under this Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Securities Administrator for the same (but subject to the Securities Administrator’s right to reimbursement of all amounts for which it is entitled to be reimbursed prior to the date of termination). This paragraph shall supersede any other provision in this Agreement or any other agreement to the contrary. In connection with the termination of the Master Servicer or the Securities Administrator pursuant to this Section 3.18(d), the Trustee shall be entitled to reimbursement of all costs and expenses associated with such termination to the extent set forth in Section 9.05. Notwithstanding anything to the contrary in this Agreement, no Event of Default by the Master Servicer or default by the Securities Administrator shall have occurred with respect to any failure to properly prepare, execute and/or timely file any report on Form 8-K, Form 10-D or Form 10-K, any Form 15 or Form 12b-25 or any amendments to Form 8-K, 10-D or 10-K, where such failure results from the Master Servicer’s or the Securities Administrator’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file any such report, Form or amendment, and does not result from its own negligence, bad faith or willful misconduct.

(e)Notwithstanding the provisions of Section 12.02, this Section 3.18 may be amended without the consent of the Certificateholders.

(f)Any report, notice or notification to be delivered by the Master Servicer or the Securities Administrator to the Depositor pursuant to this Section 3.18, may be delivered via email to RegABNotifications@bear.com or, in the case of a notification, telephonically by calling Reg AB Compliance Manager at 212-272-7525.

Section 3.19UCC.

The Depositor shall inform the Trustee in writing of any Uniform Commercial Code financing statements that  were filed on the Closing Date in connection with the Trust with stamped recorded copies of such financing statements to be delivered to the Trustee promptly upon receipt by the Depositor.  The Trustee agrees to monitor and notify the Depositor if any continuation statements for such Uniform Commercial Code financing statements need to be filed. If directed by the Depositor in writing, the Trustee will file any such continuation statements solely at the expense of the Depositor. The Depositor shall file any financing statements or amendments thereto required by any change in the Uniform Commercial Code.

Section 3.20Optional Purchase of Defaulted Mortgage Loans.

(a)With respect to any Mortgage Loan which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or more or is an REO Property, EMC shall have the right to purchase such Mortgage Loan from the Trust at a price equal to the Repurchase Price; provided however (i) that such Mortgage Loan is still 90 days or more delinquent or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall terminate on the date prior to the last day of the related Fiscal Quarter. This purchase option, if not exercised, shall not be thereafter reinstated unless the delinquency is cured and the Mortgage Loan thereafter again becomes 90 days or more delinquent or becomes an REO Property, in which case the option shall again become exercisable as of the first day of the related Fiscal Quarter.

(b)If at any time EMC remits to the Master Servicer a payment for deposit in the Distribution Account covering the amount of the Repurchase Price for such a Mortgage Loan, and EMC provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Distribution Account, then the Trustee shall execute the assignment of such Mortgage Loan prepared and delivered to the Trustee, at the request of EMC, without recourse, representation or warranty, to EMC which shall succeed to all of 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. EMC 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.

Section 3.21Intention of the Parties and Interpretation.

Each of the parties acknowledges and agrees that the purpose of Sections 3.16, 3.17 and 3.18 of this Agreement is to facilitate compliance by the Seller, the Depositor and the Master Servicer with the provisions of Regulation AB. Therefore, each of the parties agrees that (a) the obligations of the parties hereunder shall be interpreted in such a manner as to accomplish that purpose, (b) the parties’ obligations hereunder will be supplemented and modified as necessary to be consistent with any such amendments, interpretive advice or guidance, convention or consensus among active participants in the asset-backed securities markets, advice of counsel, or otherwise in respect of the requirements of Regulation AB, (c) the parties shall comply with reasonable requests made by the Seller, the Depositor, the Master Servicer or the Securities Administrator for delivery of additional or different information as the Seller, the Depositor, the Master Servicer or the Securities Administrator may determine in good faith is necessary to comply with the provisions of Regulation AB, and (d) no amendment of this Agreement shall be required to effect any such changes in the obligations of the parties to this transaction as are necessary to accommodate evolving interpretations of the provisions of Regulation AB.

ARTICLE IV

ACCOUNTS

Section 4.01Protected Accounts.

(a)The Master Servicer shall enforce the obligation of each Servicer to establish and maintain a Protected Account in accordance with the applicable Servicing Agreement, with records to be kept with respect thereto on a Mortgage Loan by Mortgage Loan basis, into which accounts shall be deposited within 48 hours (or as of such other time specified in the related Servicing Agreement) of receipt, all collections of principal and interest on any Mortgage Loan and any REO Property received by a Servicer, including Principal Prepayments, Insurance Proceeds, Liquidation Proceeds, and advances made from the Servicer’s own funds (less servicing compensation as permitted by the applicable Servicing Agreement in the case of any Servicer) and all other amounts to be deposited in the Protected Account. The Servicer is hereby authorized to make withdrawals from and deposits to the related Protected Account for purposes required or permitted by this Agreement. To the extent provided in the related Servicing Agreement, the Protected Account shall be held by a Designated Depository Institution and segregated on the books of such institution in the name of the Trustee for the benefit of Certificateholders.

(b)To the extent provided in the related Servicing Agreement, amounts on deposit in a Protected Account may be invested in Permitted Investments in the name of the Trustee for the benefit of Certificateholders and, except as provided in the preceding paragraph, not commingled with any other funds. Such Permitted Investments shall mature, or shall be subject to redemption or withdrawal, no later than the date on which such funds are required to be withdrawn for deposit in the Distribution Account, and shall be held until required for such deposit. The income earned from Permitted Investments made pursuant to this Section 4.01 shall be paid to the related Servicer under the applicable Servicing Agreement, and the risk of loss of moneys required to be distributed to the Certificateholders resulting from such investments shall be borne by and be the risk of the related Servicer. The related Servicer (to the extent provided in the Servicing Agreement) shall deposit the amount of any such loss in the Protected Account within two Business Days of receipt of notification of such loss but not later than the second Business Day prior to the Distribution Date on which the moneys so invested are required to be distributed to the Certificateholders.

(c)To the extent provided in the related Servicing Agreement and subject to this Article IV, on or before each Servicer Remittance Date, the related Servicer shall withdraw or shall cause to be withdrawn from its Protected Accounts and shall immediately deposit or cause to be deposited in the Distribution Account amounts representing the following collections and payments (other than with respect to principal of or interest on the Mortgage Loans due on or before the Cut-off Date) with respect to each Loan Group:

(i)Scheduled Payments on the Mortgage Loans received or any related portion thereof advanced by such Servicer pursuant to its Servicing Agreement which were due on or before the related Due Date, net of the amount thereof comprising its Servicing Fee or any fees with respect to any lender-paid primary mortgage insurance policy;

(ii)Full Principal Prepayments and any Liquidation Proceeds received by such Servicer with respect to the Mortgage Loans in the related Prepayment Period, with interest to the date of prepayment or liquidation, net of the amount thereof comprising its Servicing Fee;

(iii)Partial Principal Prepayments received by such Servicer for the Mortgage Loans in the related Prepayment Period; and

(iv)Any amount to be used as a Monthly Advance.

(d)Withdrawals may be made from an Account only to make remittances as provided in Section 4.01(c), 4.04 and 4.05; to reimburse the Master Servicer or a Servicer for Monthly Advances which have been recovered by subsequent collections from the related Mortgagor; to remove amounts deposited in error; to remove fees, charges or other such amounts deposited on a temporary basis; or to clear and terminate the account at the termination of this Agreement in accordance with Section 10.01. As provided in Sections 4.01(a) and 4.04 certain amounts otherwise due to the Servicers may be retained by them and need not be deposited in the Distribution Account.

(e)In the event that the Master Servicer and Securities Administrator are no longer affiliated, the Master Servicer shall establish and maintain an account separate from the Distribution Account into which any funds remitted by the Servicers will be deposited. No later than noon. New York time on the Business Day prior to each Distribution Date, the Master Servicer shall remit any such funds to the Paying Agent for deposit in the Distribution Account. The Master Servicer shall make the following permitted withdrawals and transfers from such account:

(i)The Master Servicer will, from time to time on demand of a Servicer or the Securities Administrator, make or cause to be made such withdrawals or transfers from the account as the Master Servicer has designated for such transfer or withdrawal pursuant to this Agreement and the related Servicing Agreement. The Master Servicer may clear and terminate the account pursuant to Section 10.01 and remove amounts from time to time deposited in error.

(ii)On an ongoing basis, the Master Servicer shall withdraw from the account (i) any expenses, costs and liabilities recoverable by the Trustee, the Master Servicer or the Securities Administrator or the Custodian pursuant to Sections 3.03, 7.04 and 9.05 and (ii) any amounts payable to the Master Servicer as set forth in Section 3.14; provided, however, that the Master Servicer shall be obligated to pay from its own funds any amounts which it is required to pay under Section 7.03(a).

(iii)In addition, on or before each Business Day prior to each Distribution Date, the Master Servicer shall deposit in the Distribution Account (or remit to the Trustee for deposit therein) any Monthly Advances required to be made by the Master Servicer with respect to the Mortgage Loans.

(iv)No later than noon. New York time on each Business Day prior to each Distribution Date, the Master Servicer will transfer all Available Funds on deposit in the account with respect to the related Distribution Date to the Paying Agent for deposit in the Distribution Account.

Section 4.02[Reserved].

Section 4.03[Reserved].

Section 4.04Distribution Account.

(a)The Paying Agent shall establish and maintain in the name of the Trustee, for the benefit of the Certificateholders, the Distribution Account as a segregated trust account or accounts. The Distribution Account shall be an Eligible Account. The Master Servicer or Servicers, as the case may be, will remit to the Securities Administrator for deposit in the Distribution Account, the following amounts:

(i)Any amounts withdrawn from a Protected Account;

(ii)Any Monthly Advance and any Compensating Interest Payments;

(iii)Any Insurance Proceeds or Net Liquidation Proceeds received by or on behalf of the Master Servicer or which were not deposited in a Protected Account;

(iv)The Repurchase Price with respect to any Mortgage Loans purchased by the Seller pursuant to the Mortgage Loan Purchase Agreement or Sections 2.02 or 2.03 hereof, any amounts which are to be treated pursuant to Section 2.04 of this Agreement as the payment of a Repurchase Price in connection with the tender of a Substitute Mortgage Loan by the Seller, the Repurchase Price with respect to any Mortgage Loans purchased by EMC pursuant to Section 3.20, and all proceeds of any Mortgage Loans or property acquired with respect thereto repurchased by the Depositor or its designee pursuant to Section 10.01;

(v)Any amounts required to be deposited with respect to losses on investments of deposits in an Account; and

(vi)Any other amounts received by or on behalf of the Master Servicer and required to be deposited in the Distribution Account pursuant to this Agreement.

(b)All amounts deposited to the Distribution Account shall be held by the Securities Administrator in the name of the Trustee in trust for the benefit of the Certificateholders in accordance with the terms and provisions of this Agreement. The requirements for crediting the Distribution Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of (i) prepayment or late payment charges or assumption, tax service, statement account or payoff, substitution, satisfaction, release and other like fees and charges and (ii) the items enumerated in Subsections 4.05(a)(i), (ii), (iii), (iv), (vi), (vii), (viii), (ix) and (x), need not be credited by the Master Servicer or the related Servicer to the Distribution Account. In the event that the Master Servicer shall deposit or cause to be deposited to the Distribution Account any amount not required to be credited thereto, the Trustee, upon receipt of a written request therefor signed by a Servicing Officer of the Master Servicer, shall promptly transfer such amount to the Master Servicer, any provision herein to the contrary notwithstanding.

(c)The Distribution Account shall constitute a trust account of the Trust Fund segregated on the books of the Paying Agent and held by the Paying Agent in trust in its Corporate Trust Office, and the Distribution Account and the funds deposited therein shall not be subject to, and shall be protected from, all claims, liens, and encumbrances of any creditors or depositors of the Paying Agent or the Master Servicer (whether made directly, or indirectly through a liquidator or receiver of the Paying Agent or the Master Servicer). The Distribution Account shall be an Eligible Account. The amount at any time credited to the Distribution Account shall be (i) held in cash and fully insured by the FDIC to the maximum coverage provided thereby or (ii) invested in the name of the Paying Agent, in such Permitted Investments as may be selected by the Master Servicer or deposited in demand deposits with such depository institutions as may be selected by the Master Servicer, provided that time deposits of such depository institutions would be a Permitted Investment. All Permitted Investments shall mature or be subject to redemption or withdrawal on or before, and shall be held until, the next succeeding Distribution Date if the obligor for such Permitted Investment is the Paying Agent or, if such obligor is any other Person, the Business Day preceding such Distribution Date. All investment earnings on amounts on deposit in the Distribution Account or benefit from funds uninvested therein from time to time shall be for the account of the Master Servicer. The Master Servicer shall be permitted to receive distribution of all investment earnings from the Distribution Account earned on funds on deposit in the Distribution Account for a period not to exceed five Business Days prior to each Distribution Date and the Depositor or its designee shall be entitled to any investment earnings from the Distribution Account for any remaining days and shall instruct the Securities Administrator where to remit such investment earnings from the Distribution Account. If there is any loss on a Permitted Investment or demand deposit, the Master Servicer shall remit the amount of the related loss to the Paying Agent who shall deposit such amount in the Distribution Account. With respect to the Distribution Account and the funds deposited therein, the Master Servicer shall take such action as may be necessary to ensure that the Certificateholders shall be entitled to the priorities afforded to such a trust account (in addition to a claim against the estate of the Paying Agent) as provided by 12 U.S.C. § 92a(e), and applicable regulations pursuant thereto, if applicable, or any applicable comparable state statute applicable to state chartered banking corporations.

Section 4.05Permitted Withdrawals and Transfers from the Distribution Account.

(a)The Paying Agent will, from time to time on demand of the Master Servicer or the Securities Administrator, make or cause to be made such withdrawals or transfers from the Distribution Account as the Master Servicer has designated for such transfer or withdrawal pursuant to this Agreement and the Servicing Agreements or as the Securities Administrator has instructed hereunder for the following purposes (limited in the case of amounts due the Master Servicer to those not withdrawn from the Distribution Account in accordance with the terms of this Agreement):

(i)to reimburse the Master Servicer or any Servicer for any Monthly Advance of its own funds, the right of the Master Servicer or a Servicer to reimbursement pursuant to this subclause (i) being limited to amounts received on a particular Mortgage Loan (including, for this purpose, the Repurchase Price therefor, Insurance Proceeds and Liquidation Proceeds) which represent late payments or recoveries of the principal of or interest on such Mortgage Loan respecting which such Monthly Advance was made;

(ii)to reimburse the Master Servicer (i) any expenses, costs and liabilities recoverable by the Trustee, the Master Servicer or the Securities Administrator or the Custodian pursuant to Sections 3.03, 7.04 and 9.05 and (ii) any amounts payable to the Master Servicer as set forth in Section 3.14; provided, however, that the Master Servicer shall be obligated to pay from its own funds any amounts which it is required to pay under Section 7.03(a);

(iii)to reimburse the Master Servicer or any Servicer from Insurance Proceeds or Liquidation Proceeds relating to a particular Mortgage Loan for amounts expended by the Master Servicer or such Servicer in good faith in connection with the restoration of the related Mortgaged Property which was damaged by an Uninsured Cause or in connection with the liquidation of such Mortgage Loan;

(iv)to reimburse the Master Servicer or any Servicer from Insurance Proceeds relating to a particular Mortgage Loan for insured expenses incurred with respect to such Mortgage Loan and to reimburse the Master Servicer or such Servicer from Liquidation Proceeds from a particular Mortgage Loan for Liquidation Expenses incurred with respect to such Mortgage Loan; provided that the Master Servicer shall not be entitled to reimbursement for Liquidation Expenses with respect to a Mortgage Loan to the extent that (i) any amounts with respect to such Mortgage Loan were paid as Excess Liquidation Proceeds pursuant to clause (viii) of this Subsection 4.05 (a) to the Master Servicer; and (ii) such Liquidation Expenses were not included in the computation of such Excess Liquidation Proceeds;

(v)to reimburse the Master Servicer or any Servicer for advances of funds (other than Monthly Advances) made with respect to the Mortgage Loans, and the right to reimbursement pursuant to this subclause being limited to amounts received on the related Mortgage Loan (including, for this purpose, the Repurchase Price therefor, Insurance Proceeds and Liquidation Proceeds) which represent late recoveries of the payments for which such advances were made;

(vi)to reimburse the Master Servicer or any Servicer for any Monthly Advance or advance, after a Realized Loss has been allocated with respect to the related Mortgage Loan if the Monthly Advance or advance has not been reimbursed pursuant to clauses (i) and (iv);

(vii)to pay the Master Servicer as set forth in Section 3.14;

(viii)to reimburse the Master Servicer for expenses, costs and liabilities incurred by and reimbursable to it pursuant to Sections 3.03 and 7.04(c) and (d);

(ix)to pay to the Master Servicer, as additional servicing compensation, any Excess Liquidation Proceeds to the extent not retained by the related Servicer;

(x)to reimburse or pay any Servicer any such amounts as are due thereto under the applicable Servicing Agreement and have not been retained by or paid to the Servicer, to the extent provided in the related Servicing Agreement;

(xi)to reimburse the Trustee, the Securities Administrator or the Custodian for expenses, costs and liabilities incurred by or reimbursable to it pursuant to this Agreement;

(xii)to remove amounts deposited in error;

(xiii)to pay the Depositor all investment earnings to which it is entitled as set forth in Section 4.04(c); and

(xiv)to clear and terminate the Distribution Account pursuant to Section 10.01.

(b)The Securities Administrator shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of accounting for any reimbursement from the Distribution Account pursuant to subclauses (i) through (iv), inclusive, and (vi) or with respect to any such amounts which would have been covered by such subclauses had the amounts not been retained by the Securities Administrator without being deposited in the Distribution Account under Section 4.02(b).

(c)On each Distribution Date, the Paying Agent shall distribute the Available Funds to the extent on deposit in the Distribution Account for each Loan Group to the Holders of the Certificates in accordance with distribution instructions provided to it by the Securities Administrator no later than two Business Days prior to such Distribution Date and determined by the Securities Administrator in accordance with Section 6.01.

ARTICLE V

CERTIFICATES

Section 5.01Certificates.

(a)The Depository, the Depositor and the Securities Administrator have entered into a Depository Agreement dated as of the Closing Date (the “Depository Agreement”). Except for the Residual Certificates, the Private Certificates and the Individual Certificates and as provided in Subsection 5.01(b), the Certificates shall at all times remain registered in the name of the Depository or its nominee and at all times: (i) registration of such Certificates may not be transferred by the Certificate Registrar except to a successor to the Depository; (ii) ownership and transfers of registration of such Certificates on the books of the Depository shall be governed by applicable rules established by the Depository; (iii) the Depository may collect its usual and customary fees, charges and expenses from its Depository Participants; (iv) the Certificate Registrar shall deal with the Depository as representative of such Certificate Owners of the respective Class of Certificates for purposes of exercising the rights of Certificateholders under this Agreement, and requests and directions for and votes of such representative shall not be deemed to be inconsistent if they are made with respect to different Certificate Owners; and (v) the Certificate Registrar may rely and shall be fully protected in relying upon information furnished by the Depository with respect to its Depository Participants.

The Residual Certificates and the Private Certificates are initially Physical Certificates. If at any time the Holders of all of the Certificates of one or more such Classes request that the Certificate Registrar cause such Class to become Global Certificates, the Certificate Registrar and the Depositor will take such action as may be reasonably required to cause the Depository to accept such Class or Classes for trading if it may legally be so traded.

All transfers by Certificate Owners of such respective Classes of Book-Entry Certificates and any Global Certificates shall be made in accordance with the procedures established by the Depository Participant or brokerage firm representing such Certificate Owners. Each Depository Participant shall only transfer Book-Entry Certificates of Certificate Owners it represents or of brokerage firms for which it acts as agent in accordance with the Depository’s normal procedures.

(b)If (i)(A) the Depositor advises the Certificate Registrar in writing that the Depository is no longer willing or able to properly discharge its responsibilities as Depository and (B) the Certificate Registrar or the Depositor is unable to locate a qualified successor within 30 days or (ii) the Depositor at its option advises the Certificate Registrar in writing that it elects to terminate the book-entry system through the Depository, the Certificate Registrar, as agent of the Depositor, shall request that the Depository notify all Certificate Owners of the occurrence of any such event and of the availability of definitive, fully registered Certificates to Certificate Owners requesting the same. Upon surrender to the Certificate Registrar, as agent of the Depositor, of the Certificates by the Depository, accompanied by registration instructions from the Depository for registration, the Certificate Registrar shall issue the definitive Certificates. Neither the Depositor nor the Certificate Registrar shall be liable for any delay in delivery of any instructions required under this section and may conclusively rely on, and shall be protected in relying on, such instructions.

In addition, if an Event of Default has occurred and is continuing, each Certificate Owner materially adversely affected thereby may at its option request a definitive Certificate evidencing such Certificate Owner’s Fractional Undivided Interest in the related Class of Certificates. In order to make such request, such Certificate Owner shall, subject to the rules and procedures of the Depository, provide the Depository or the related Depository Participant with directions for the Certificate Registrar to exchange or cause the exchange of the Certificate Owner’s interest in such Class of Certificates for an equivalent Fractional Undivided Interest in fully registered definitive form. Upon receipt by the Certificate Registrar of instructions from the Depository directing the Certificate Registrar to effect such exchange (such instructions to contain information regarding the Class of Certificates and the Current Principal Amount being exchanged, the Depository Participant account to be debited with the decrease, the registered holder of and delivery instructions for the definitive Certificate, and any other information reasonably required by the Certificate Registrar), (i) the Certificate Registrar shall instruct the Depository to reduce the related Depository Participant’s account by the aggregate Current Principal Amount of the definitive Certificate, (ii) the Certificate Registrar shall execute, authenticate and deliver, in accordance with the registration and delivery instructions provided by the Depository, a definitive Certificate evidencing such Certificate Owner’s Fractional Undivided Interest in such Class of Certificates and (iii) the Certificate Registrar shall execute and authenticate a new Book-Entry Certificate reflecting the reduction in the Current Principal Amount of such Class of Certificates by the amount of the definitive Certificates.

(c)(i)REMIC I will be evidenced by (x) the REMIC I Regular Interests, which will be uncertificated and non-transferable and are hereby designated as the “regular interests” in REMIC I and have the initial principal amounts and (other than REMIC I Regular Interest R-II/R-III) accrue interest at the Pass-Through Rates equal to those set forth in this Section 5.01(c)(i) and (y) the Class R-I Certificates, which are hereby designated as representing the sole class of “residual interests” in REMIC I.

The REMIC I Regular Interests and the Class R-I Certificate will have the following designations, initial principal amounts and Pass-Through Rates:

REMIC I Interest	Initial Principal Amount		Pass-Through Rate		Related Loan Group
I-Sub	$	257.47		(1)		Loan Group I
I-Grp	$	5,719.47		(2)		Loan Group I
II-Sub	$	2,751.77		(1)		Loan Group II
II-Grp	$	61,149.97		(3)		Loan Group II
III-Sub	$	975.05		(1)		Loan Group III
III-Grp	$	21,665.85		(4)		Loan Group III
IV-Sub	$	1,357.09		(1)		Loan Group IV
IV-Grp	$	30,157.39		(5)		Loan Group IV
R-II/R-III	$	100.00		0.00%		N/A
ZZZ	$	1,186,802,901.66		(1)		Loan Group I through Loan Group IV
Class R-I	$	50.00		0.00%		N/A

(1)The weighted average of the Net Rates of the Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date.

(2)The weighted average of the Net Rates of the Group I Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date.

(3)The weighted average of the Net Rates of the Group II Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date.

(4)The weighted average of the Net Rates of the Group III Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date.

(5)The weighted average of the Net Rates of the Group IV Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date.

Interest shall be payable to the REMIC I Regular Interests at the applicable Pass-Through Rates on the related Uncertificated Principal Balances. On the Distribution Date in June 2006, REMIC I Regular Interest R-II/R-III will be paid $100 in reduction of its Uncertificated Principal Balance from the Class R-II Deposit and the Class R-III Deposit held in the Distribution Account. Distributions of principal shall be deemed to be made from amounts received on the Mortgage Loans to the REMIC I Regular Interests (other than REMIC I Regular Interest R-II/R-III), first, so as to keep the Uncertificated Principal Balance of each REMIC I Regular Interest ending with the designation “Grp” equal to 0.01% of the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation “Sub,” so that the Uncertificated Principal Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group over (y) the aggregate Current Principal Amount of the Senior Certificates in the related Certificate Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC I Regular Interest ZZZ. Realized Losses on the Mortgage Loans shall be applied after all distributions have been made on each Distribution Date, first, so as to keep the Uncertificated Principal Balance of each REMIC I Regular Interest ending with the designation “Grp” equal to 0.01% of the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation “Sub,” so that the Uncertificated Principal Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group over (y) the Current Principal Amount of the Senior Certificates in the related Certificate Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of Realized Losses shall be applied to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining Realized Losses on the Mortgage Loans shall be allocated to REMIC I Regular Interest ZZZ.

The aggregate amount of any Net Interest Shortfalls and interest portion of Realized Losses for any Distribution Date shall be allocated to accrued interest payable to the REMIC I Regular Interests (other than REMIC I Regular Interest R-II/R-III), pro rata, based on, and to the extent of, one month’s interest at the then applicable respective Pass-Through Rates on the respective Uncertificated Principal Balances of each such REMIC I Regular Interest.

(ii)REMIC II will be evidenced by (x) the REMIC II Regular Interests, which will be uncertificated and non-transferable and are hereby designated as the “regular interests” in REMIC II and have the initial principal amounts and (other than REMIC II Regular Interest R-III) accrue interest at the Pass-Through Rates equal to those set forth in this Section 5.01(c)(ii) and (y) the Class R-II Certificates, which are hereby designated as representing the sole class of “residual interests” in REMIC II.

The REMIC II Regular Interests and the Class R-II Certificate will have the following designations, initial principal amounts and Pass Through Rates:

Designation	Initial Principal Amount		Pass-Through Rate
I-A-1	$	52,046,000.00		(1)
I-A-2	$	2,574,000.00		(1)
II-A-1	$	556,464,000.00		(2)
II-A-2	$	27,518,000.00		(2)
III-A-1	$	75,000,000.00		(3)
III-A-2	$	122,158,000.00		(3)
III-A-3	$	9,750,000.00		(3)
IV-A-1	$	274,432,000.00		(4)
IV-A-2	$	13,571,000.00		(4)
Class R-II	$	50.00		0.00%
R-III	$	50.00		0.00%
B-1	$	30,266,000.00		(5)
B-2	$	8,309,000.00		(5)
B-3	$	5,341,000.00		(5)
B-4	$	3,561,000.00		(5)
B-5	$	2,967,000.00		(5)
B-6	$	2,969,935.75		(5)

(1)A variable Pass-Through Rate equal to the weighted average of the Pass-Through Rate on REMIC I Regular Interest I-Grp, weighted on the basis of the Uncertificated Principal Balance of such REMIC I Regular Interest immediately preceding the related Distribution Date.

(2)A variable Pass-Through Rate equal to the weighted average of the Pass-Through Rate on REMIC I Regular Interest II-Grp, weighted on the basis of the Uncertificated Principal Balance of such REMIC I Regular Interest immediately preceding the related Distribution Date.

(3)A variable Pass-Through Rate equal to the weighted average of the Pass-Through Rate on REMIC I Regular Interest III-Grp, weighted on the basis of the Uncertificated Principal Balance of such REMIC I Regular Interest immediately preceding the related Distribution Date.

(4)A variable Pass-Through Rate equal to the weighted average of the Pass-Through Rate on REMIC I Regular Interest IV-Grp, weighted on the basis of the Uncertificated Principal Balance of such REMIC I Regular Interest immediately preceding the related Distribution Date.

(5)A variable Pass-Through Rate equal to the weighted average of the Pass-Through Rates on REMIC I Regular Interests I-Sub, II-Sub, III-Sub and IV-Sub, weighted on the basis of the Uncertificated Principal Balances of each such REMIC I Regular Interest immediately preceding the related Distribution Date, provided that for purposes of calculating such weighted average, the Pass-Through Rate of each such REMIC I Regular Interest shall be subject to a cap and a floor equal to the Pass-Through Rate of the REMIC I Regular Interest from the related Loan Group ending with the designation “Grp”.

Principal shall be payable to, and shortfalls, losses and prepayments are allocable to, the REMIC II Regular Interests as such amounts are payable and allocable to the Corresponding Certificates; provided that, solely for purposes of the foregoing, any shortfalls or losses allocable to the Class II-X Certificates and the Class III-X Certificates shall be deemed to be allocated entirely to the Class II-A-1 Certificates and the Class III-A-2 Certificates, respectively. Interest shall be payable to the REMIC II Regular Interests at the Pass-Through Rate for each such REMIC II Regular Interest on each such REMIC II Regular Interest’s Uncertificated Principal Balance.

(iii)The Classes of the Certificates shall have the following designations, initial principal amounts and Pass-Through Rates:

Designation	Initial Principal Amount			Pass-Through Rate
I-A-1	$	52,046,000.00			(1)
I-A-2	$	2,574,000.00			(1)
II-A-1	$	556,464,000.00			(2)
II-X		(3	)		(4)
II-A-2	$	27,518,000.00			(5)
III-A-1	$	75,000,000.00			(6)
III-A-2	$	122,158,000.00			(7)
III-X		(3	)		(8)
III-A-3	$	9,750,000.00			(6)
IV-A-1	$	274,432,000.00			(9)
IV-A-2	$	13,571,000.00			(9)
R-I	$	50.00			(10)
R-II	$	50.00			(10)
R-III	$	50.00			(10)
B-1	$	30,266,000.00			(11)
B-2	$	8,309,000.00			(11)
B-3	$	5,341,000.00			(11)
B-4	$	3,561,000.00			(11)
B-5	$	2,967,000.00			(11)
B-6	$	2,969,935.75			(11)

(1)The Class I-A-1 Certificates and Class I-A-2 Certificates will bear interest at a variable Pass-Through Rate equal to the weighted average of the Net Rates of the Group I Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date; provided that, for federal income tax purposes the Class I-A-1 Certificates and Class I-A-2 Certificates will bear interest at a rate equivalent to the foregoing, expressed as the weighted average of the Pass-Through Rates on REMIC II Regular Interests I-A-1 and I-A-2, weighted on the basis of the Uncertificated Principal Balances of each such REMIC II Regular Interest immediately preceding the related Distribution Date. The Pass-Through Rate for the Class I-A-1 Certificates and Class I-A-2 Certificates with respect to the first Interest Accrual Period is 6.026% per annum.

(2)On or prior to the Distribution Date in March 2011, the Class II-A-1 Certificates will bear interest at a fixed pass-through rate equal to approximately 5.650% per annum, subject to an interest rate cap equal to the weighted average of the Net Rates of the Group II Mortgage Loans. After the Distribution Date in March 2011, the Class II-A-1 Certificates will bear interest at a variable Pass-Through Rate equal to the weighted average of the Net Rates of the Group II Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date; provided that, for federal income tax purposes the Class II-A-1 Certificates will bear interest at a rate equivalent to the foregoing, calculated using the weighted average of the Pass-Through Rate on REMIC II Regular Interest II-A-1, weighted on the basis of the Uncertificated Principal Balance of such REMIC II Regular Interest immediately preceding the related Distribution Date, in place of the weighted average of the Net Rates of the Group II Mortgage Loans. The Pass-Through Rate for the Class II-A-1 Certificates with respect to the first Interest Accrual Period is 5.650% per annum.

(3)As described in the definition of Notional Amount herein.

(4)On or prior to the Distribution Date in March 2011, the Class II-X Certificates will bear interest at a variable Pass-Through Rate equal to the excess, if any, of (a) the weighted average of the Net Rates of the Group II Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date, over (b) the Pass-Through Rate of the Class II-A-1 Certificates. After the Distribution Date in March 2011, the Class II-X Certificates will not bear any interest. For federal income tax purposes, the Class II-X Certificates will bear interest at a rate equivalent to the foregoing, expressed as the excess, if any, of (i) the weighted average of the Pass-Through Rate on REMIC II Regular Interest II-A-1, weighted on the basis of the Uncertificated Principal Balance of such REMIC II Regular Interest immediately preceding the related Distribution Date, over (ii) the weighted average of the Pass-Through Rate on the Class II-A-1 Certificates, weighted on the basis of the Current Principal Amount of such Certificates immediately preceding the related Distribution Date. The Pass-Through Rate for the Class II-X Certificates with respect to the first Interest Accrual Period is 0.242% per annum.

(5)The Class II-A-2 Certificates will bear interest at a variable Pass-Through Rate equal to the weighted average of the Net Rates of the Group II Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date; provided that, for federal income tax purposes the Class II-A-2 Certificates will bear interest at a rate equivalent to the foregoing, expressed as the weighted average of the Pass-Through Rate on REMIC II Regular Interest II-A-2, weighted on the basis of the Uncertificated Principal Balance of such REMIC II Regular Interest immediately preceding the related Distribution Date. The Pass-Through Rate with respect to the first Interest Accrual Period is 5.892% per annum.

(6)The Class III-A-1 Certificates and Class III-A-3 Certificates will bear interest at a variable Pass-Through Rate equal to the weighted average of the Net Rates of the Group III Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date; provided that, for federal income tax purposes the Class III-A-1 Certificates and Class III-A-2 Certificates will bear interest at a rate equivalent to the foregoing, expressed as the weighted average of the Pass-Through Rate on REMIC Regular Interests III-A-1 and III-A-3, weighted on the basis of the Uncertificated Principal Balances of each such REMIC II Regular Interest immediately preceding the related Distribution Date. The Pass-Through Rate with respect to the first Interest Accrual Period is 6.060% per annum.

(7)On or prior to the Distribution Date in April 2013, the Class III-A-2 Certificates will bear interest at a fixed pass-through rate equal to approximately 5.750% per annum, subject to an interest rate cap equal to the weighted average of the Net Rates of the Group III Mortgage Loans. After the Distribution Date in April 2013, the Class III-A-2 Certificates will bear interest at a variable Pass-Through Rate equal to the weighted average of the Net Rates of the Group III Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date; provided that, for federal income tax purposes the Class III-A-2 Certificates will bear interest at a rate equivalent to the foregoing, calculated using the weighted average of the Pass-Through Rate on REMIC II Regular Interest III-A-2, weighted on the basis of the Uncertificated Principal Balance of such REMIC II Regular Interest immediately preceding the related Distribution Date, in place of the weighted average of the Net Rates of the Group III Mortgage Loans. The Pass-Through Rate for the Class III-A-2 Certificates with respect to the first Interest Accrual Period is 5.750% per annum.

(8)On or prior to the Distribution Date in April 2013, the Class III-X Certificates will bear interest at a variable Pass-Through Rate equal to the excess, if any, of (a) the weighted average of the Net Rates of the Group III Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date, over (b) the Pass-Through Rate of the Class III-A-2 Certificates. After the Distribution Date in April 2013, the Class III-X Certificates will not bear any interest. For federal income tax purposes, the Class III-X Certificates will bear interest at a rate equivalent to the foregoing, expressed as the excess, if any, of (i) the weighted average of the Pass-Through Rate on REMIC II Regular Interest III-A-2, weighted on the basis of the Uncertificated Principal Balance of such REMIC III Regular Interest immediately preceding the related Distribution Date, over (ii) the weighted average of the Pass-Through Rate on the Class III-A-2 Certificates, weighted on the basis of the Current Principal Amount of such Certificates immediately preceding the related Distribution Date. The Pass-Through Rate with respect to the first Interest Accrual Period is 0.310% per annum.

(9)The Class IV-A-1 Certificates and Class IV-A-2 Certificates will bear interest at a variable Pass-Through Rate equal to the weighted average of the Net Rates of the Group IV Mortgage Loans, weighted on the basis of the respective Scheduled Principal Balances of each such Mortgage Loan as of the beginning of the Due Period immediately preceding the related Distribution Date; provided that, for federal income tax purposes the Class IV-A-1 Certificates and Class IV-A-2 Certificates will bear interest at a rate equivalent to the foregoing, expressed as the weighted average of the Pass-Through Rate on REMIC II Regular Interests IV-A-1 and IV-A-2, weighted on the basis of the Uncertificated Principal Balances of each such REMIC II Regular Interest immediately preceding the related Distribution Date. The Pass-Through Rate with respect to the first Interest Accrual Period is 6.056% per annum.

(10)The Class R-I, Class R-II and Class R-III Certificates will not bear interest.

(11)The Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates will each bear interest at a variable Pass-Through Rate equal to the weighted average of the weighted average of the Net Rates of the Mortgage Loans in each Loan Group, weighted in proportion to the results of subtracting from the aggregate Scheduled Principal Balance of the Mortgage Loans of each Loan Group, the aggregate Current Principal Amount of the related Class or Classes of Senior Certificates; provided that, for federal income tax purposes such Certificates will bear interest at a rate equivalent to the foregoing, expressed as the weighted average of the Pass-Through Rates on REMIC II Regular Interests B-1, B-2, B-3, B-4, B-5 and B-6, weighted on the basis of the Uncertificated Principal Balance of each such REMIC II Regular Interest immediately preceding the related Distribution Date. The Pass-Through Rate with respect to the first Interest Accrual Period is 5.970% per annum.

(d)For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date immediately following the maturity date for the Mortgage Loan with the latest maturity date in the Trust Fund has been designated as the “latest possible maturity date” for the REMIC I Regular Interests, the REMIC II Regular Interests and the Certificates (other than the Class R Certificates).

(e)With respect to each Distribution Date, each Class of Certificates shall accrue interest during the related Interest Accrual Period. With respect to each Distribution Date and each such Class of Certificates, interest shall be calculated, on the basis of a 360-day year comprised of twelve 30-day months, based upon the respective Pass-Through Rate set forth, or determined as provided, above and the Current Principal Amount (or Notional Amount in the case of the Interest Only Certificates) of such Class applicable to such Distribution Date.

(f)The Certificates shall be substantially in the forms set forth in Exhibits A-1, A-2 and A-3. On original issuance, the Certificate Registrar shall sign, countersign and shall deliver them at the direction of the Depositor. Pending the preparation of definitive Certificates of any Class, the Certificate Registrar may sign and countersign temporary Certificates that are printed, lithographed or typewritten, in authorized denominations for Certificates of such Class, substantially of the tenor of the definitive Certificates in lieu of which they are issued and with such appropriate insertions, omissions, substitutions and other variations as the officers or authorized signatories executing such Certificates may determine, as evidenced by their execution of such Certificates. If temporary Certificates are issued, the Depositor will cause definitive Certificates to be prepared without unreasonable delay. After the preparation of definitive Certificates, the temporary Certificates shall be exchangeable for definitive Certificates upon surrender of the temporary Certificates at the office of the Certificate Registrar, without charge to the Holder. Upon surrender for cancellation of any one or more temporary Certificates, the Certificate Registrar shall sign and countersign and deliver in exchange therefor a like aggregate principal amount, in authorized denominations for such Class, of definitive Certificates of the same Class. Until so exchanged, such temporary Certificates shall in all respects be entitled to the same benefits as definitive Certificates.

(g)Each Class of Book-Entry Certificates will be registered as a single Certificate of such Class held by a nominee of the Depository or the DTC Custodian, and beneficial interests will be held by investors through the book-entry facilities of the Depository in minimum denominations of, in the case of the Offered Certificates (other than the Residual Certificates), $100,000 and in each case increments of $1.00 in excess thereof, except that one Certificate of each such Class may be issued in a different amount so that the sum of the denominations of all outstanding Certificates of such Class shall equal the Current Principal Amount of such Class on the Closing Date. On the Closing Date, the Certificate Registrar shall execute and countersign Physical Certificates all in an aggregate principal amount that shall equal the Current Principal Amount of such Class on the Closing Date. The Private Certificates shall be issued in certificated fully-registered form in minimum dollar denominations of $100,000 and integral multiples of $1.00 in excess thereof, except that one Private Certificate of each Class may be issued in a different amount so that the sum of the denominations of all outstanding Private Certificates of such Class shall equal the Current Principal Amount of such Class on the Closing Date. The Residual Certificates shall each be issued in certificated fully-registered form, each, in the denomination of $50. Each Class of Global Certificates, if any, shall be issued in fully registered form in minimum dollar denominations of $100,000 and integral multiples of $1.00 in excess thereof, except that one Certificate of each Class may be in a different denomination so that the sum of the denominations of all outstanding Certificates of such Class shall equal the Current Principal Amount of such Class on the Closing Date. On the Closing Date, the Certificate Registrar shall execute and countersign (i) in the case of each Class of Offered Certificates, the Certificate in the entire Current Principal Amount of the respective Class and (ii) in the case of each Class of Private Certificates, Individual Certificates all in an aggregate principal amount that shall equal the Current Principal Amount of each such respective Class on the Closing Date. The Certificates referred to in clause (i) and if at any time there are to be Global Certificates, the Global Certificates shall be delivered by the Depositor to the Depository or pursuant to the Depository’s instructions, shall be delivered by the Depositor on behalf of the Depository to and deposited with the DTC Custodian. The Certificate Registrar shall sign the Certificates by facsimile or manual signature and countersign them by manual signature on behalf of the Trustee by one or more authorized signatories, each of whom shall be Responsible Officers of the Certificate Registrar or its agent. A Certificate bearing the manual and facsimile signatures of individuals who were the authorized signatories of the Certificate Registrar or its agent at the time of issuance shall bind the Certificate Registrar, notwithstanding that such individuals or any of them have ceased to hold such positions prior to the delivery of such Certificate.

(h)No Certificate shall be entitled to any benefit under this Agreement, or be valid for any purpose, unless there appears on such Certificate the manually executed countersignature of the Certificate Registrar or its agent, and such countersignature upon any Certificate shall be conclusive evidence, and the only evidence, that such Certificate has been duly executed and delivered hereunder. All Certificates issued on the Closing Date shall be dated the Closing Date. All Certificates issued thereafter shall be dated the date of their countersignature.

(i)The Closing Date is hereby designated as the “startup” day of each REMIC within the meaning of Section 860G(a)(9) of the Code.

(j)For federal income tax purposes, each REMIC shall have a tax year that is a calendar year and shall report income on an accrual basis.

(k)The Trustee on behalf of the Trust shall cause each REMIC to timely elect to be treated as a REMIC under Section 860D of the Code. Any inconsistencies or ambiguities in this Agreement or in the administration of any Trust established hereby shall be resolved in a manner that preserves the validity of such elections.

(l)The following legend shall be placed on the Residual Certificates, whether upon original issuance or upon issuance of any other Certificate of any such Class in exchange therefor or upon transfer thereof:

THIS CERTIFICATE MAY NOT BE ACQUIRED DIRECTLY OR INDIRECTLY BY, OR ON BEHALF OF, AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT WHICH IS SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UNLESS THE PROPOSED TRANSFEREE PROVIDES THE CERTIFICATE REGISTRAR WITH AN OPINION OF COUNSEL ADDRESSED TO THE DEPOSITOR, TRUSTEE, CERTIFICATE REGISTRAR, MASTER SERVICER AND SECURITIES ADMINISTRATOR AND ON WHICH THEY MAY RELY THAT IS SATISFACTORY TO THE CERTIFICATE REGISTRAR THAT THE PURCHASE OF CERTIFICATES ON BEHALF OF SUCH PERSON WILL NOT RESULT IN OR CONSTITUTE A NONEXEMPT PROHIBITED TRANSACTION, IS PERMISSIBLE UNDER APPLICABLE LAW AND WILL NOT GIVE RISE TO ANY ADDITIONAL OBLIGATIONS ON THE PART OF THE DEPOSITOR, THE MASTER SERVICER, THE SECURITIES ADMINISTRATOR, CERTIFICATE REGISTRAR OR THE TRUSTEE.

The following legend shall be placed upon the Private Certificates, whether upon original issuance or upon issuance of any other Certificate of any such Class in exchange therefor or upon transfer thereof:

THIS CERTIFICATE MAY NOT BE ACQUIRED DIRECTLY OR INDIRECTLY BY, OR ON BEHALF OF, AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT WHICH IS SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UNLESS THE TRANSFEREE CERTIFIES OR REPRESENTS THAT THE PROPOSED TRANSFER AND HOLDING OF A CERTIFICATE AND THE SERVICING, MANAGEMENT AND OPERATION OF THE TRUST AND ITS ASSETS: (I) WILL NOT RESULT IN ANY PROHIBITED TRANSACTION WHICH IS NOT COVERED UNDER AN INDIVIDUAL OR CLASS PROHIBITED TRANSACTION EXEMPTION, INCLUDING, BUT NOT LIMITED TO, PROHIBITED TRANSACTION EXEMPTION (“PTE”) 84-14, PTE 91-38, PTE 90-1, PTE 95-60 OR PTE 96-23 AND (II) WILL NOT GIVE RISE TO ANY ADDITIONAL OBLIGATIONS ON THE PART OF THE DEPOSITOR, THE SECURITIES ADMINISTRATOR, THE CERTIFICATE REGISTRAR, THE MASTER SERVICER OR THE TRUSTEE, WHICH WILL BE DEEMED REPRESENTED BY AN OWNER OF A BOOK-ENTRY CERTIFICATE OR A GLOBAL CERTIFICATE OR UNLESS THE OPINION SPECIFIED IN SECTION 5.07 OF THE AGREEMENT IS PROVIDED.

Section 5.02Registration of Transfer and Exchange of Certificates.

(a)The Certificate Registrar shall maintain at its Corporate Trust Office a Certificate Register in which, subject to such reasonable regulations as it may prescribe, the Certificate Registrar shall provide for the registration of Certificates and of transfers and exchanges of Certificates as herein provided.

(b)Subject to Subsection 5.01(a) and, in the case of any Global Certificate or Physical Certificate upon the satisfaction of the conditions set forth below, upon surrender for registration of transfer of any Certificate at any office or agency of the Certificate Registrar maintained for such purpose, the Certificate Registrar shall sign, countersign and shall deliver, in the name of the designated transferee or transferees, a new Certificate of a like Class and aggregate Fractional Undivided Interest, but bearing a different number.

(c)By acceptance of an Individual Certificate, whether upon original issuance or subsequent transfer, each holder of such a Certificate acknowledges the restrictions on the transfer of such Certificate set forth in the Securities Legend and agrees that it will transfer such a Certificate only as provided herein. In addition to the provisions of Subsection 5.02(h), the following restrictions shall apply with respect to the transfer and registration of transfer of an Individual Certificate to a transferee that takes delivery in the form of an Individual Certificate:

(i)The Certificate Registrar shall register the transfer of an Individual Certificate if the requested transfer is being made to a transferee who has provided the Certificate Registrar with a Rule 144A Certificate or comparable evidence as to its QIB status.

(ii)The Certificate Registrar shall register the transfer of any Individual Certificate if (x) the transferor has advised the Certificate Registrar in writing that the Certificate is being transferred to an Institutional Accredited Investor; and (y) prior to the transfer the transferee furnishes to the Certificate Registrar an Investment Letter (and the Certificate Registrar shall be fully protected in so doing), provided that, if based upon an Opinion of Counsel addressed to the Certificate Registrar to the effect that the delivery of (x) and (y) above are not sufficient to confirm that the proposed transfer is being made pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable laws, the Certificate Registrar shall as a condition of the registration of any such transfer require the transferor to furnish such other certifications, legal opinions or other information prior to registering the transfer of an Individual Certificate as shall be set forth in such Opinion of Counsel.

(d)Subject to Subsection 5.02(h), so long as a Global Certificate of such Class is outstanding and is held by or on behalf of the Depository, transfers of beneficial interests in such Global Certificate, or transfers by holders of Individual Certificates of such Class to transferees that take delivery in the form of beneficial interests in the Global Certificate, may be made only in accordance with this Subsection 5.02(d) and in accordance with the rules of the Depository:

(i)In the case of a beneficial interest in the Global Certificate being transferred to an Institutional Accredited Investor, such transferee shall be required to take delivery in the form of an Individual Certificate or Certificates and the Certificate Registrar shall register such transfer only upon compliance with the provisions of Subsection 5.02(c)(ii).

(ii)In the case of a beneficial interest in a Class of Global Certificates being transferred to a transferee that takes delivery in the form of an Individual Certificate or Certificates of such Class, except as set forth in clause (i) above, the Certificate Registrar shall register such transfer only upon compliance with the provisions of Subsection 5.02(c)(i).

(iii)In the case of an Individual Certificate of a Class being transferred to a transferee that takes delivery in the form of a beneficial interest in a Global Certificate of such Class, the Certificate Registrar shall register such transfer if the transferee has provided the Certificate Registrar with a Rule 144A Certificate or comparable evidence as to its QIB status.

(iv)No restrictions shall apply with respect to the transfer or registration of transfer of a beneficial interest in the Global Certificate of a Class to a transferee that takes delivery in the form of a beneficial interest in the Global Certificate of such Class; provided that each such transferee shall be deemed to have made such representations and warranties contained in the Rule 144A Certificate as are sufficient to establish that it is a QIB.

(e)Subject to Subsection 5.02(h), an exchange of a beneficial interest in a Global Certificate of a Class for an Individual Certificate or Certificates of such Class, an exchange of an Individual Certificate or Certificates of a Class for a beneficial interest in the Global Certificate of such Class and an exchange of an Individual Certificate or Certificates of a Class for another Individual Certificate or Certificates of such Class (in each case, whether or not such exchange is made in anticipation of subsequent transfer, and, in the case of the Global Certificate of such Class, so long as such Certificate is outstanding and is held by or on behalf of the Depository) may be made only in accordance with this Subsection 5.02(e) and in accordance with the rules of the Depository:

(i)A holder of a beneficial interest in a Global Certificate of a Class may at any time exchange such beneficial interest for an Individual Certificate or Certificates of such Class.

(ii)A holder of an Individual Certificate or Certificates of a Class may exchange such Certificate or Certificates for a beneficial interest in the Global Certificate of such Class if such holder furnishes to the Certificate Registrar a Rule 144A Certificate or comparable evidence as to its QIB status.

(iii)A holder of an Individual Certificate of a Class may exchange such Certificate for an equal aggregate principal amount of Individual Certificates of such Class in different authorized denominations without any certification.

(f)(i)Upon acceptance for exchange or transfer of an Individual Certificate of a Class for a beneficial interest in a Global Certificate of such Class as provided herein, the Trustee shall cancel such Individual Certificate and shall (or shall request the Depository to) endorse on the schedule affixed to the applicable Global Certificate (or on a continuation of such schedule affixed to the Global Certificate and made a part thereof) or otherwise make in its books and records an appropriate notation evidencing the date of such exchange or transfer and an increase in the certificate balance of the Global Certificate equal to the certificate balance of such Individual Certificate exchanged or transferred therefor.

(ii)Upon acceptance for exchange or transfer of a beneficial interest in a Global Certificate of a Class for an Individual Certificate of such Class as provided herein, the Certificate Registrar shall (or shall request the Depository to) endorse on the schedule affixed to such Global Certificate (or on a continuation of such schedule affixed to such Global Certificate and made a part thereof) or otherwise make in its books and records an appropriate notation evidencing the date of such exchange or transfer and a decrease in the certificate balance of such Global Certificate equal to the certificate balance of such Individual Certificate issued in exchange therefor or upon transfer thereof.

(g)The Securities Legend shall be placed on any Individual Certificate issued in exchange for or upon transfer of another Individual Certificate or of a beneficial interest in a Global Certificate.

(h)Subject to the restrictions on transfer and exchange set forth in this Section 5.02, the holder of any Individual Certificate may transfer or exchange the same in whole or in part (in an initial certificate balance equal to the minimum authorized denomination set forth in Section 5.01(g) above or any integral multiple of $1.00 in excess thereof) by surrendering such Certificate at the Certificate Registrar Office, or at the office of any transfer agent, together with an executed instrument of assignment and transfer satisfactory in form and substance to the Certificate Registrar in the case of transfer and a written request for exchange in the case of exchange. The holder of a beneficial interest in a Global Certificate may, subject to the rules and procedures of the Depository, cause the Depository (or its nominee) to notify the Certificate Registrar in writing of a request for transfer or exchange of such beneficial interest for an Individual Certificate or Certificates. Following a proper request for transfer or exchange, the Certificate Registrar shall, within five Business Days of such request made at the Corporate Trust Office, sign, countersign and deliver at the Corporate Trust Office, to the transferee (in the case of transfer) or holder (in the case of exchange) or send by first class mail at the risk of the transferee (in the case of transfer) or holder (in the case of exchange) to such address as the transferee or holder, as applicable, may request, an Individual Certificate or Certificates, as the case may require, for a like aggregate Fractional Undivided Interest and in such authorized denomination or denominations as may be requested. The presentation for transfer or exchange of any Individual Certificate shall not be valid unless made at the Corporate Trust Office by the registered holder in person, or by a duly authorized attorney-in-fact.

(i)At the option of the Certificateholders, Certificates may be exchanged for other Certificates of authorized denominations of a like Class and aggregate Fractional Undivided Interest, upon surrender of the Certificates to be exchanged at the Corporate Trust Office; provided, however, that no Certificate may be exchanged for new Certificates unless the original Fractional Undivided Interest represented by each such new Certificate (i) is at least equal to the minimum authorized denomination or (ii) is acceptable to the Depositor as indicated to the Trustee in writing. Whenever any Certificates are so surrendered for exchange, the Certificate Registrar shall sign and countersign and the Certificate Registrar shall deliver the Certificates which the Certificateholder making the exchange is entitled to receive.

(j)If the Certificate Registrar so requires, every Certificate presented or surrendered for transfer or exchange shall be duly endorsed by, or be accompanied by a written instrument of transfer, with a signature guarantee, in form satisfactory to the Certificate Registrar, duly executed by the holder thereof or his or her attorney duly authorized in writing.

(k)No service charge shall be made for any transfer or exchange of Certificates, but the Certificate Registrar 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.

(l)The Certificate Registrar shall cancel all Certificates surrendered for transfer or exchange but shall retain such Certificates in accordance with its standard retention policy or for such further time as is required by the record retention requirements of the Securities Exchange Act of 1934, as amended, and thereafter may destroy such Certificates.

Section 5.03Mutilated, Destroyed, Lost or Stolen Certificates.

(a)If (i) any mutilated Certificate is surrendered to the Certificate Registrar, or the Certificate Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Certificate, and (ii) there is delivered to the Certificate Registrar such security or indemnity as it may require to save it harmless, and (iii) the Certificate Registrar has not received notice that such Certificate has been acquired by a third Person, the Certificate Registrar shall sign, countersign and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor and Fractional Undivided Interest but in each case bearing a different number. The mutilated, destroyed, lost or stolen Certificate shall thereupon be canceled of record by the Certificate Registrar and shall be of no further effect and evidence no rights.

(b)Upon the issuance of any new Certificate under this Section 5.03, the Certificate Registrar 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 Certificate Registrar) connected therewith. Any duplicate Certificate issued pursuant to this Section 5.03 shall constitute complete and indefeasible evidence of ownership in the Trust Fund, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time.

Section 5.04Persons Deemed Owners.

Prior to due presentation of a Certificate for registration of transfer, the Depositor, the Paying Agent, the Certificate Registrar, the Trustee and any agent of the Depositor, the Paying Agent, the Certificate Registrar or the Trustee 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 6.01 and for all other purposes whatsoever. Neither the Depositor, the Paying Agent, the Certificate Registrar, the Trustee nor any agent of the Depositor, the Paying Agent, the Certificate Registrar, or the Trustee shall be affected by notice to the contrary. No Certificate shall be deemed duly presented for a transfer effective on any Record Date unless the Certificate to be transferred is presented no later than the close of business on the third Business Day preceding such Record Date.

Section 5.05Transfer Restrictions on Residual Certificates.

(a)Residual Certificates, or interests therein, may not be transferred without the prior express written consent of the Tax Matters Person and the Depositor. As a prerequisite to such consent, (1) the proposed transferee must provide the Tax Matters Person, the Depositor, the Certificate Registrar and the Trustee with an affidavit that the proposed transferee is a Permitted Transferee (and an affidavit that it is a United States Person), and (2) the proposed transferor must provide the Tax Matters Person, the Depositor, the Certificate Registrar and the Trustee with a certificate to the effect that it has no knowledge that the statements made by the proposed transferee in any such affidavit are false, each as provided in Subsection 5.05(b).

(b)No transfer, sale or other disposition of a Residual Certificate (including a beneficial interest therein) may be made unless, prior to the transfer, sale or other disposition of a Residual Certificate, (1) the proposed transferee (including the initial purchasers thereof) delivers to the Tax Matters Person, the Trustee, the Certificate Registrar and the Depositor an affidavit in the form attached hereto as Exhibit E stating, among other things, that as of the date of such transfer (i) such transferee is a Permitted Transferee and that (ii) such transferee is not acquiring such Residual Certificate for the account of any Person who is not a Permitted Transferee, and (2) the proposed transferor delivers to the Tax Matters Person, the Trustee, the Certificate Registrar and the Depositor a certificate to the effect that it has no knowledge that the statements made by the proposed transferee in any such affidavit are false. The Tax Matters Person shall not consent to a transfer of a Residual Certificate if it has actual knowledge that any statement made in the affidavit issued pursuant to the preceding sentence is not true. Notwithstanding any transfer, sale or other disposition of a Residual Certificate to any Person who is not a Permitted Transferee, such transfer, sale or other disposition shall be deemed to be of no legal force or effect whatsoever and such Person shall not be deemed to be a Holder of a Residual Certificate for any purpose hereunder, including, but not limited to, the receipt of distributions thereon. If any purported transfer shall be in violation of the provisions of this Subsection 5.05(b), then the prior Holder thereof shall, upon discovery that the transfer of such Residual Certificate was not in fact permitted by this Subsection 5.05(b), be restored to all rights as a Holder thereof retroactive to the date of the purported transfer. None of the Trustee, the Certificate Registrar, the Tax Matters Person or the Depositor shall be under any liability to any Person for any registration or transfer of a Residual Certificate that is not permitted by this Subsection 5.05(b) or for making payments due on such Residual Certificate to the purported Holder thereof or taking any other action with respect to such purported Holder under the provisions of this Agreement so long as the written affidavit referred to above was received with respect to such transfer, and the Tax Matters Person, the Trustee, the Certificate Registrar and the Depositor, as applicable, had no knowledge that it was untrue. The prior Holder shall be entitled to recover from any purported Holder of a Residual Certificate that was in fact not a permitted transferee under this Subsection 5.05(b) at the time it became a Holder all payments made on such Residual Certificate. Each Holder of a Residual Certificate, by acceptance thereof, shall be deemed for all purposes to have consented to the provisions of this Subsection 5.05(b) and to any amendment of this Agreement deemed necessary (whether as a result of new legislation or otherwise) by counsel of the Tax Matters Person or the Depositor to ensure that the Residual Certificates are not transferred to any Person who is not a Permitted Transferee and that any transfer of such Residual Certificates will not cause the imposition of a tax upon the Trust or cause any REMIC to fail to qualify as a REMIC.

(c)The Residual Certificates (including a beneficial interest therein) may not be purchased by or transferred to any Person who is not a United States Person.

(d)By accepting a Residual Certificate, the purchaser thereof agrees to be a Tax Matters Person, and appoints the Securities Administrator to act as its agent with respect to all matters concerning the tax obligations of the Trust.

Section 5.06Restrictions on Transferability of Certificates.

(a)No offer, sale, transfer or other disposition (including pledge) of any Certificate shall be made by any Holder thereof unless registered under the Securities Act, or an exemption from the registration requirements of the Securities Act and any applicable state securities or “Blue Sky” laws is available and the prospective transferee (other than the Depositor) of such Certificate signs and delivers to the Certificate Registrar an Investment Letter, if the transferee is an Institutional Accredited Investor, in the form set forth as Exhibit F-l hereto, or a Rule 144A Certificate, if the transferee is a QIB, in the form set forth as Exhibit F-2 hereto. Notwithstanding the provisions of the immediately preceding sentence, no restrictions shall apply with respect to the transfer or registration of transfer of a beneficial interest in any Certificate that is a Global Certificate of a Class to a transferee that takes delivery in the form of a beneficial interest in the Global Certificate of such Class provided that each such transferee shall be deemed to have made such representations and warranties contained in the Rule 144A Certificate as are sufficient to establish that it is a QIB. In the case of a proposed transfer of any Certificate to a transferee other than a QIB, the Certificate Registrar may require an Opinion of Counsel addressed to the Certificate Registrar that such transaction is exempt from the registration requirements of the Securities Act. The cost of such opinion shall not be an expense of the Trustee or the Trust Fund.

(b)The Private Certificates shall each bear a Securities Legend.

Section 5.07ERISA Restrictions.

(a)Subject to the provisions of subsection (b), no Residual Certificates or Private Certificates may be acquired directly or indirectly by, or on behalf of, an employee benefit plan or other retirement arrangement which is subject to Title I of ERISA or Section 4975 of the Code, unless the proposed transferee provides either (i) the Trustee or the Securities Administrator, with an Opinion of Counsel addressed to the Depositor, the Trustee, the Certificate Registrar, the Master Servicer and the Securities Administrator (upon which they may rely) which is satisfactory to the Trustee or the Securities Administrator, which opinion will not be at the expense of the Depositor, the Trustee, the Certificate Registrar, the Master Servicer or the Securities Administrator, that the purchase of such Certificates by or on behalf of such Plan is permissible under applicable law, will not constitute or result in a nonexempt prohibited transaction under ERISA or Section 4975 of the Code and will not subject the Depositor, the Master Servicer, the Certificate Registrar, the Securities Administrator or the Trustee to any obligation in addition to those undertaken in the Agreement or (ii) in the case of the Private Certificates, a representation or certification to the Certificate Registrar (upon which the Trustee and the Certificate Registrar are authorized to rely) to the effect that the proposed transfer and holding of such a Certificate and the servicing, management and operation of the Trust: (I) will not result in a prohibited transaction under Section 406 of ERISA or Section 4975 of the Code which is not covered under an individual or class prohibited transaction exemption including but not limited to Department of Labor Prohibited Transaction Exemption (“PTE”) 84-14 (Class Exemption for Plan Asset Transactions Determined by Independent Qualified Professional Asset Managers); PTE 91-38 (Class Exemption for Certain Transactions Involving Bank Collective Investment Funds); PTE 90-1 (Class Exemption for Certain Transactions Involving Insurance Company Pooled Separate Accounts), PTE 95-60 (Class Exemption for Certain Transactions Involving Insurance Company General Accounts), and PTCE 96-23 (Class Exemption for Plan Asset Transactions Determined by In-House Asset Managers and (II) will not subject the Depositor, the Securities Administrator, the Master Servicer or the Trustee to any obligation in addition to those undertaken in the Agreement.

(b)Any Person acquiring an interest in a Global Certificate which is a Private Certificate, by acquisition of such Certificate, shall be deemed to have represented to the Trustee that either: (i) it is not acquiring an interest in such Certificate directly or indirectly by, or on behalf of, an employee benefit plan or other retirement arrangement which is subject to Title I of ERISA or Section 4975 of the Code, or (ii) the transfer and holding of an interest in such Certificate to that Person and the subsequent servicing, management and operation of the Trust and its assets: (I) will not result in any prohibited transaction which is not covered under an individual or class prohibited transaction exemption, including, but not limited to, PTE 84-14, PTE 91-38, PTE 90-1, PTE 95-60 or PTE 96-23 and (II) will not subject the Depositor, the Securities Administrator, the Master Servicer or the Trustee to any obligation in addition to those undertaken in the Agreement.

(c)Each beneficial owner of a Class B-1, Class B-2 or Class B-3 Certificate or any interest therein shall be deemed to have represented, by virtue of its acquisition or holding of that certificate or interest therein, that either (i) it is not a Plan or investing with “Plan Assets”, (ii) it has acquired and is holding such certificate in reliance on Prohibited Transaction Exemption 90-30, as amended from time to time (the “Exemption”), and that it understands that there are certain conditions to the availability of the Exemption, including that the certificate must be rated, at the time of purchase, not lower than “BBB-” (or its equivalent) by S&P or Fitch, and the certificate is so rated or (iii) (1) it is an insurance company, (2) the source of funds used to acquire or hold the certificate or interest therein is an “insurance company general account,” as such term is defined in Prohibited Transaction Class Exemption (“PTCE”) 95-60, and (3) the conditions in Sections I and III of PTCE 95-60 have been satisfied.

(d)Neither the Trustee, the Certificate Registrar, the Master Servicer nor the Securities Administrator will be required to monitor, determine or inquire as to compliance with the transfer restrictions with respect to the Global Certificates. Any attempted or purported transfer of any Certificate in violation of the provisions of Subsections (a) or (b) above shall be void ab initio and such Certificate shall be considered to have been held continuously by the prior permitted Certificateholder. Any transferor of any Certificate in violation of such provisions, shall indemnify and hold harmless the Trustee, the Certificate Registrar, the Securities Administrator and the Master Servicer from and against any and all liabilities, claims, costs or expenses incurred by the Trustee, the Certificate Registrar, the Securities Administrator or the Master Servicer as a result of such attempted or purported transfer. Neither the Trustee, nor the Certificate Registrar shall be liable for transfer of any such Global Certificates in or through book-entry facilities of any Depository or between or among Depository Participants or Certificate Owners made in violation of the transfer restrictions set forth herein.

Section 5.08Rule 144A Information.

For so long as any Certificates are outstanding and are “restricted securities” within the meaning of Rule 144(a)(3) of the Securities Act, (1) the Depositor will provide or cause to be provided to any holder of such Certificates and any prospective purchaser thereof designated by such a holder, upon the request of such holder or prospective purchaser, the information required to be provided to such holder or prospective purchaser by Rule 144A(d)(4) under the Securities Act; and (2) the Depositor shall update such information from time to time in order to prevent such information from becoming false and misleading and will take such other actions as are necessary to ensure that the safe harbor exemption from the registration requirements of the Securities Act under Rule 144A is and will be available for resales of such Certificates conducted in accordance with Rule 144A.

Section 5.09Appointment of Paying Agent and Certificate Registrar.

Wells Fargo Bank, National Association, as Securities Administrator, shall act as the initial Paying Agent and Certificate Registrar for so long as it is also the Master Servicer. Each of the Paying Agent and the Certificate Registrar may resign upon thirty (30) days’ prior written notice to the Trustee; provided hereto that no such resignation shall be effective until the appointment of a successor paying agent or certificate registrar. In the event the Paying Agent and/or the Certificate Registrar resigns or is removed by the Trustee for cause, the Trustee may appoint a successor paying agent or certificate registrar, as applicable. The Trustee shall cause such successor paying agent, if other than the Trustee or the Master Servicer or the Securities Administrator, 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 have been paid to the Certificateholders.

ARTICLE VI

PAYMENTS TO CERTIFICATEHOLDERS

Section 6.01Distributions on the Certificates.

(a)Interest and principal (as applicable) on the Certificates (other than the Residual Certificates) will be distributed monthly on each Distribution Date, commencing in June 2006, in an amount equal to the Available Funds on deposit in the Distribution Account for such Distribution Date.  In addition, on the Distribution Date occurring in June 2006, the Class R-1 Deposit will be distributed to the Holders of the Class R-I Certificates, the Class R-2 Deposit will be distributed to the Holders of the Class R-II Certificates and the Class R-3 Deposit will be distributed to the Holders of the Class R-III Certificates. On each Distribution Date, the Available Funds on deposit in the Distribution Account shall be distributed as follows:

(i)on each Distribution Date, the Group I Available Funds will be distributed to the Group I Senior Certificates as follows:

first, to the Class I-A-1 Certificates and Class I-A-2 Certificates, on a pro rata basis, the Accrued Certificate Interest on such Classes for such Distribution Date. As described below, accrued interest on the Class I-A-1 Certificates and Class I-A-2 Certificates is subject to reduction in the event of certain Net Interest Shortfalls allocable thereto;

second, to the Class I-A-1 Certificates and Class I-A-2 Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group I Available Funds; and

third, to the Class I-A-1 Certificates and Class 1-A-2 Certificates, on a pro rata basis, in reduction of the Current Principal Amount thereof, the Group I Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Group I Available Funds, until the Current Principal Amounts of such Classes have been reduced to zero.

(ii)on each Distribution Date, the Group II Available Funds will be distributed to the Group II Senior Certificates as follows:

first, to the Class II-A-1, Class II-A-2 and Class II-X Certificates, on a pro rata basis, the Accrued Certificate Interest on such Class for such Distribution Date. As described below, accrued interest on the Class II-A-1, Class II-A-2 and Class II-X Certificates is subject to reduction in the event of certain Net Interest Shortfalls allocable thereto;

second, to the Class II-A-1, Class II-A-2 and Class II-X Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group II Available Funds; and

third, to the Class II-A-1 Certificates and Class II-A-2 Certificates, on a pro rata basis, in reduction of the Current Principal Amounts thereof, the Group II Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Group II Available Funds, until the Current Principal Amounts of such Classes have been reduced to zero.

(iii)on each Distribution Date, the Group III Available Funds will be distributed to the Group III Senior Certificates as follows:

first, to the Class III-A-1, Class III-A-2, Class III-A-3 and Class III-X Certificates, on a pro rata basis, the Accrued Certificate Interest on such Class for such Distribution Date. As described below, accrued interest on the Class III-A-1, Class III-A-2, Class III-A-3 and Class III-X Certificates is subject to reduction in the event of certain Net Interest Shortfalls allocable thereto;

second, to the Class III-A-1, Class III-A-2, Class III-A-3 and Class III-X Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group III Available Funds; and

third, to the Class III-A-1, Class III-A-2 and Class III-A-3 Certificates, on a pro rata basis, in reduction of the Current Principal Amount thereof, the Group III Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Group III Available Funds, until the Current Principal Amounts of such Classes have been reduced to zero.

(iv)on each Distribution Date, the Group IV Available Funds will be distributed to the Group IV Senior Certificates as follows:

first, to the Class IV-A-1 Certificates and Class IV-A-2 Certificates, on a pro rata basis, the Accrued Certificate Interest on such Class for such Distribution Date. As described below, accrued interest on the Class IV-A-1 Certificates is subject to reduction in the event of certain Net Interest Shortfalls allocable thereto;

second, to the Class IV-A-1 Certificates and Class IV-A-2 Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group IV Available Funds; and

third, to the Class IV-A-1 Certificates and Class IV-A-2 Certificates, on a pro rata basis, in reduction of the Current Principal Amount thereof, the Group IV Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Group IV Available Funds, until the Current Principal Amounts of such Classes have been reduced to zero.

(v)Except as provided in clauses (vi) and (vii) below, on each Distribution Date on or prior to the Cross-Over Date, an amount equal to the sum of any remaining Group I, Group II, Group III and Group IV Available Funds after the distributions in clauses (i), (ii), (iii) and (iv) above will be distributed sequentially, in the following order, to the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates, in each case up to an amount equal to and in the following order: (A) the Accrued Certificate Interest thereon for such Distribution Date, (B) any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates and (C) such Class’s Allocable Share for such Distribution Date, in each case, to the extent of remaining Group I, Group II, Group III and Group IV Available Funds.

(vi)On each Distribution Date prior to the Cross-Over Date but after the reduction of the Current Principal Amount of all of the Senior Certificates of a Certificate Group to zero, the remaining Class or Classes of Senior Certificates in the remaining Certificate Groups will be entitled to receive in reduction of their Current Principal Amounts, pro rata based upon their Current Principal Amounts immediately prior to such Distribution Date, in addition to any Principal Prepayments related to such remaining Senior Certificates’ respective Loan Group allocated to such Senior Certificates, 100% of the Principal Prepayments on any Mortgage Loan in the Loan Group relating to the Class or Classes of Senior Certificates of the fully repaid Certificate Group; provided, however, that if (A) the weighted average of the Subordinate Percentages on such Distribution Date equals or exceeds two times the initial weighted average of the Subordinate Percentages and (B) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and bankruptcy and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 50%, then the additional allocation of Principal Prepayments to the Senior Certificates in accordance with this clause (vi) will not be made and 100% of the Principal Prepayments on any Mortgage Loan in the Loan Group relating to the fully repaid Class or Classes of Senior Certificates will be allocated to the Subordinate Certificates.

(vii)If on any Distribution Date on which the aggregate Current Principal Amount of the Group I, Group II, Group III or Group IV Senior Certificates would be greater than the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group and any Subordinate Certificates are still outstanding, in each case after giving effect to distributions to be made on such Distribution Date, (A) 100% of amounts otherwise allocable to the Subordinate Certificates in respect of principal will be distributed to the Group I, Group II, Group III or Group IV Senior Certificates in reduction of the Current Principal Amounts thereof, until the aggregate Current Principal Amount of such Class or Classes of Senior Certificates is an amount equal to the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group, and (B) the Accrued Certificate Interest otherwise allocable to the Subordinate Certificates on such Distribution Date will be reduced, if necessary, and distributed to such Class or Classes of Senior Certificates in an amount equal to the Accrued Certificate Interest for such Distribution Date on the excess of (x) the aggregate Current Principal Amount of such Class or Classes of Senior Certificates over (y) the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group. Any such reduction in the Accrued Certificate Interest on the Subordinate Certificates will be allocated in reverse order of the Subordinate Certificates numerical designations, commencing with the Class B-6 Certificates.

(b)If, after distributions have been made pursuant to priorities first and second of clauses (a)(i), (ii), (iii) and (iv) above on any Distribution Date, the remaining Group I, Group II, Group III or Group IV Available Funds are less than the Group I, Group II, Group III and Group IV Senior Optimal Principal Amounts, respectively, the Senior Optimal Principal Amount for such Loan Group shall be reduced, and such remaining Available Funds will be distributed on the related Senior Certificates, on a pro rata basis, on the basis of such reduced amount.

(c)On each Distribution Date, any Available Funds remaining after payment of interest and principal to the Classes of Certificates entitled thereto, as described above, will be distributed to the Class R-III Certificates; provided that if on any Distribution Date there are any Group I, Group II, Group III and Group IV Available Funds remaining after payment of interest and principal to a Class or Classes of Certificates entitled thereto, such amounts will be distributed to the other Classes of Senior Certificates, pro rata, based upon their Current Principal Amounts, until all amounts due to all Classes of Senior Certificates have been paid in full, before any amounts are distributed to the Class R-III Certificates.

(d)For any Distribution Date, “pro rata” distributions among Classes of Certificates in respect of Accrued Certificate Interest or unpaid Accrued Certificate Interest will be made in proportion to the amount of Accrued Certificate Interest or unpaid Accrued Certificate Interest, respectively, due on such Classes for such Distribution Date. For any Distribution Date, “pro rata” distributions among Classes of Certificates in respect of principal will be made in proportion to the Current Principal Amount of such Classes immediately prior to such Distribution Date.

(e)No Accrued Certificate Interest will be payable with respect to any Class of Certificates after the Distribution Date on which the Current Principal Amount of such Certificate has been reduced to zero.

(f)If on any Distribution Date the Available Funds for the Senior Certificates in any Certificate Group is less than the Accrued Certificate Interest on the related Senior Certificates for such Distribution Date prior to reduction for Net Interest Shortfalls and the interest portion of Realized Losses, the shortfall will be allocated among the holders of each Class of Senior Certificates in such Certificate Group in proportion to the respective amounts of Accrued Certificate Interest that would have been allocated thereto in the absence of such Net Interest Shortfalls and/or Realized Losses for such Distribution Date. In addition, the amount of any interest shortfalls will constitute unpaid Accrued Certificate Interest and will be distributable to holders of the Certificates of the related Classes entitled to such amounts on subsequent Distribution Dates, to the extent of the applicable Available Funds after current interest distributions as required herein. Any such amounts so carried forward will not bear interest. Shortfalls in interest payments will not be offset by a reduction in the servicing compensation of the Master Servicer or otherwise, except to the extent of applicable Compensating Interest Payments.

(g)The expenses and fees of the Trust shall be paid by each of the REMICs, to the extent that such expenses relate to the assets of each of such respective REMICs, and all other expenses and fees of the Trust shall be paid pro rata by each of the REMICs.

Section 6.02Allocation of Losses.

(a)On or prior to each Determination Date, the Master Servicer shall determine the amount of any Realized Loss in respect of each Mortgage Loan that occurred during the immediately preceding calendar month, based on information provided by the related Servicer.

(b)With respect to any Certificates on any Distribution Date, the principal portion of each Realized Loss on a Mortgage Loan shall be allocated as follows:

first, to the Class B-6 Certificates until the Current Principal Amount thereof has been reduced to zero;

second, to the Class B-5 Certificates until the Current Principal Amount thereof has been reduced to zero;

third, to the Class B-4 Certificates until the Current Principal Amount thereof has been reduced to zero;

fourth, to the Class B-3 Certificates until the Current Principal Amount thereof has been reduced to zero;

fifth, to the Class B-2 Certificates until the Current Principal Amount thereof has been reduced to zero;

sixth, to the Class B-1 Certificates until the Current Principal Amount thereof has been reduced to zero;

seventh, if such loss is on (v) a Group I Mortgage Loan, to the Class I-A-1 Certificates and Class I-A-2 Certificates until the Current Principal Amount thereof has been reduced to zero; provided, however, any such Realized Losses otherwise allocable to the Class I-A-1 Certificates will be allocated to the Class I-A-2 Certificates, until the Current Principal Amount of the Class I-A-2 Certificates has been reduced to zero, and then to the Class I-A-1 Certificates; (w) a Group II Mortgage Loan, to the Class II-A-1 Certificates and Class II-A-2 Certificates, until the Current Principal Amount thereof has been reduced to zero; provided, however, any such Realized Losses otherwise allocable to the Class II-A-1 Certificates will be allocated to the Class II-A-2 Certificates, until the Current Principal Amount of the Class II-A-2 Certificates has been reduced to zero, and then to the Class II-A-1 Certificates; (x) a Group III Mortgage Loan, to the Class III-A-1 Certificates and Class III-A-2 Certificates until the Current Principal Amount thereof has been reduced to zero; provided, however, any such Realized Losses otherwise allocable to the Class III-A-1 Certificates will be allocated to the Class III-A-2 Certificates, until the Current Principal Amount of the Class III-A-2 Certificates has been reduced to zero, and then to the Class III-A-1 Certificates; or (y) a Group IV Mortgage Loan, to the Class IV-A-1 Certificates and Class IV-A-2 Certificates until the Current Principal Amount thereof has been reduced to zero; provided, however, any such Realized Losses otherwise allocable to the Class IV-A-1 Certificates will be allocated to the Class IV-A-2 Certificates, until the Current Principal Amount of the Class IV-A-2 Certificates has been reduced to zero, and then to the Class IV-A-1 Certificates; and

eighth, to the Senior Certificates on a pro rata basis; provided, however, any such Realized Losses otherwise allocable to the Class I-A-1 Certificates will be allocated to the Class I-A-2 Certificates, until the Current Principal Amount of the Class I-A-2 Certificates has been reduced to zero, and then to the Class I-A-1 Certificates, any such Realized Losses otherwise allocable to the Class II-A-1 Certificates will be allocated to the Class II-A-2 Certificates, until the Current Principal Amount of the Class II-A-2 Certificates has been reduced to zero, and then to the Class II-A-1 Certificates, any such Realized Losses otherwise allocable to the Class III-A-1 Certificates will be allocated to the Class III-A-2 Certificates, until the Current Principal Amount of the Class III-A-2 Certificates has been reduced to zero, and then to the Class III-A-1 Certificates, any such Realized Losses otherwise allocable and to the Class IV-A-1 Certificates will be allocated to the Class IV-A-2 Certificates, until the Current Principal Amount of the Class IV-A-2 Certificates has been reduced to zero, and then to the Class IV-A-1 Certificates.

(c)Notwithstanding the foregoing clause (b), no such allocation of any Realized Loss shall be made on a Distribution Date to any Class of Certificates to the extent that such allocation would result in the reduction of the aggregate Current Principal Amount of all the Certificates (other than the Class R Certificates) as of such Distribution Date, after giving effect to all distributions and prior allocations of Realized Losses on the Mortgage Loans on such date, to an amount less than the aggregate Scheduled Principal Balance of all of the Mortgage Loans as of the first day of the month of such Distribution Date (such limitation, the “Loss Allocation Limitation”).

(d)Any Realized Losses allocated to a Class of Certificates shall be allocated among the Certificates of such Class in proportion to their respective Current Principal Amounts. Any allocation of Realized Losses shall be accomplished by reducing the Current Principal Amount of the related Certificates on the related Distribution Date.

(e)Realized Losses shall be allocated on the Distribution Date in the month following the month in which such loss was incurred and, in the case of the principal portion thereof, after giving effect to distributions made on such Distribution Date.

(f)On each Distribution Date, the Securities Administrator shall determine and notify the Paying Agent of the Subordinate Certificate Writedown Amount. Any Subordinate Certificate Writedown Amount shall effect a corresponding reduction in the Current Principal Amount of (i) if prior to the Cross-Over Date, the Current Principal Amounts of the Subordinate Certificates, in the reverse order of their numerical Class designations and (ii) from and after the Cross-Over Date, the Senior Certificates, in accordance with priorities set forth in clause (b) above, which reduction shall occur on such Distribution Date after giving effect to distributions made on such Distribution Date.

(g)Any Net Interest Shortfall will be allocated among the Classes of Certificates (other than the Residual Certificates) in proportion to the respective amounts of Accrued Certificate Interest that would have been allocated thereto in the absence of such Net Interest Shortfall for such Distribution Date. The interest portion of any Realized Losses with respect to the Mortgage Loans occurring on or prior to the Cross-Over Date will not be allocated among any Certificates, but will reduce the amount of Available Funds on the related Distribution Date. As a result of the subordination of the Subordinate Certificates in right of distribution, such Realized Losses on the Mortgage Loans will be borne by the Subordinate Certificates, in inverse order of their numerical Class designations. Following the Cross-Over Date, the interest portion of Realized Losses on the Mortgage Loans will be allocated to the Senior Certificates in the manner described in the first sentence of this clause (g).

(h)In addition, in the event that the Master Servicer receives any Subsequent Recoveries from a Servicer, the Master Servicer shall deposit such funds into the Distribution Account pursuant to Section 4.04. If, after taking into account such Subsequent Recoveries, the amount of a Realized Loss is reduced, the amount of such Subsequent Recoveries will be applied to increase the Current Principal Amount of the Class of Subordinate Certificates with the highest payment priority to which Realized Losses have been allocated, but not by more than the amount of Realized Losses previously allocated to that Class of Subordinate Certificates pursuant to this Section 6.02. The amount of any remaining Subsequent Recoveries will be applied to sequentially increase the Current Principal Amount of the Subordinate Certificates, beginning with the Class of Subordinate Certificates with the next highest payment priority, up to the amount of such Realized Losses previously allocated to such Class of Certificates pursuant to this Section 6.02. Holders of such Certificates will not be entitled to any payment in respect of current interest on the amount of such increases for any Interest Accrual Period preceding the Distribution Date on which such increase occurs. Any such increases shall be applied to the Current Principal Amount of each Subordinate Certificate of such Class in accordance with its respective Fractional Undivided Interest.

Section 6.03Payments.

(a)On each Distribution Date, other than the final Distribution Date, the Paying Agent shall distribute to each Certificateholder of record as of the immediately preceding Record Date the Certificateholder’s pro rata share of its Class (based on the aggregate Fractional Undivided Interest represented by such Holder’s Certificates) of all amounts required to be distributed on such Distribution Date to such Class, based on information provided to the Paying Agent by the Securities Administrator. The Securities Administrator shall calculate the amount to be distributed to each Class and, based on such amounts, the Securities Administrator shall determine the amount to be distributed to each Certificateholder. All of the Securities Administrator’s calculations of payments shall be based solely on information provided to the Securities Administrator by the Master Servicer. Neither the Securities Administrator nor the Paying Agent shall be required to confirm, verify or recompute any such information but shall be entitled to rely conclusively on such information.

(b)Payment of the above amounts to each Certificateholder shall be made (i) by check mailed to each Certificateholder entitled thereto at the address appearing in the Certificate Register or (ii) upon receipt by the Paying Agent on or before the fifth Business Day preceding the Record Date of written instructions from a Certificateholder by wire transfer to a United States dollar account maintained by the payee at any United States depository institution with appropriate facilities for receiving such a wire transfer; provided, however, that the final payment in respect of each Class of Certificates will be made only upon presentation and surrender of such respective Certificates at the office or agency of the Paying Agent specified in the notice to Certificateholders of such final payment.

Section 6.04Statements to Certificateholders.

(a)Concurrently with each distribution to Certificateholders, the Securities Administrator shall make available to the parties hereto and each Certificateholder via the Securities Administrator’s internet website as set forth below, the following information, expressed with respect to clauses (i) through (vii) in the aggregate and as a Fractional Undivided Interest representing an initial Current Principal Amount of $1,000, or in the case of the Residual Certificates, an initial Current Principal Amount of $50:

(i)the Current Principal Amount of each Class of Certificates immediately prior to such Distribution Date;

(ii)the amount of the distribution allocable to principal on each applicable Class of Certificates;

(iii)the aggregate amount of interest accrued at the related Pass-Through Rate with respect to each Class during the related Interest Accrual Period;

(iv)the Net Interest Shortfall and any other adjustments to interest at the related Pass-Through Rate necessary to account for any difference between interest accrued and aggregate interest distributed with respect to each Class of Certificates;

(v)the amount of the distribution allocable to interest on each Class of Certificates;

(vi)the Pass-Through Rates for each Class of Certificates with respect to such Distribution Date;

(vii)the Current Principal Amount of each Class of Certificates after such Distribution Date;

(viii)the amount of any Monthly Advances, Compensating Interest Payments and outstanding unreimbursed advances by the Master Servicer or the Servicer included in such distribution separately stated for each Loan Group;

(ix)the aggregate amount of any Realized Losses (listed separately for each category of Realized Loss and for each Loan Group) during the related Prepayment Period and cumulatively since the Cut-off Date and the amount and source (separately identified) of any distribution in respect thereof included in such distribution;

(x)with respect to each Mortgage Loan which incurred a Realized Loss during the related Prepayment Period, (i) the loan number, (ii) the Scheduled Principal Balance of such Mortgage Loan as of the Cut-off Date, (ii) the Scheduled Principal Balance of such Mortgage Loan as of the beginning of the related Due Period, (iii) the Net Liquidation Proceeds with respect to such Mortgage Loan and (iv) the amount of the Realized Loss with respect to such Mortgage Loan;

(xi)with respect to each Loan Group, the amount of Scheduled Principal and Principal Prepayments, (including but separately identifying the principal amount of Principal Prepayments, Insurance Proceeds, the purchase price in connection with the purchase of Mortgage Loans, cash deposits in connection with substitutions of Mortgage Loans and Net Liquidation Proceeds) and the number and principal balance of Mortgage Loans purchased or substituted for during the relevant period and cumulatively since the Cut-off Date;

(xii)the number of Mortgage Loans (excluding REO Property) in each Loan Group remaining in the Trust Fund as of the end of the related Prepayment Period;

(xiii)information for each Loan Group and in the aggregate regarding any Mortgage Loan delinquencies as of the end of the related Prepayment Period, including the aggregate number and aggregate Outstanding Principal Balance of Mortgage Loans using the MBA method of calculation (a) Delinquent 30 to 59 days on a contractual basis, (b) Delinquent 60 to 89 days on a contractual basis, and (c) Delinquent 90 or more days on a contractual basis, in each case as of the close of business on the last Business Day of the immediately preceding month;

(xiv)for each Loan Group, the number of Mortgage Loans in the foreclosure process as of the end of the related Due Period and the aggregate Outstanding Principal Balance of such Mortgage Loans;

(xv)for each Loan Group, the number and aggregate Outstanding Principal Balance of all Mortgage Loans as to which the Mortgaged Property was REO Property as of the end of the related Due Period;

(xvi)the book value (the sum of (A) the Outstanding Principal Balance of the Mortgage Loan, (B) accrued interest through the date of foreclosure and (C) foreclosure expenses) of any REO Property in each Loan Group; provided that, in the event that such information is not available to the Securities Administrator on the Distribution Date, such information shall be furnished promptly after it becomes available;

(xvii)the amount of Realized Losses allocated to each Class of Certificates since the prior Distribution Date and in the aggregate for all prior Distribution Dates; and

(xviii)the Average Loss Severity Percentage for each Loan Group; and

(xix)the then applicable Group I, Group II, Group III and Group IV Senior Percentage, Group I, Group II, Group III and Group IV Senior Prepayment Percentage, Group I, Group II, Group III and Group IV Subordinate Percentage and Group I, Group II, Group III and Group IV Subordinate Prepayment Percentage.

The information set forth above shall be calculated or reported, as the case may be, by the Securities Administrator, based solely on, and to the extent of, information provided to the Securities Administrator by the Master Servicer. The Securities Administrator may conclusively rely on such information and shall not be required to confirm, verify or recalculate any such information.

The Securities Administrator may make available each month, to any interested party, the monthly statement to Certificateholders via the Securities Administrator’s website initially located at “www.ctslink.com.” Assistance in using the website can be obtained by calling the Securities Administrator’s customer service desk at (301) 815-6600. Parties that are unable to use the above distribution option are entitled to have a paper copy mailed to them via first class mail by calling the Securities Administrator’s customer service desk and indicating such. The Securities Administrator shall have the right to change the way such reports are distributed in order to make such distribution more convenient and/or more accessible to the parties, and the Securities Administrator shall provide timely and adequate notification to all parties regarding any such change.

(b)By April 30 of each year beginning in 2007, the Securities Administrator will furnish such report to each Holder of the Certificates of record at any time during the prior calendar year as to the aggregate of amounts reported pursuant to subclauses (a)(ii) and (a)(v) above with respect to the Certificates, plus information with respect to the amount of servicing compensation and such other customary information as the Securities Administrator may determine to be necessary and/or to be required by the Internal Revenue Service or by a federal or state law or rules or regulations to enable such Holders to prepare their tax returns for such calendar year. Such obligations shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Securities Administrator or the Trustee pursuant to the requirements of the Code.

Section 6.05Monthly Advances.

The Master Servicer shall cause the related Servicer to remit any Advance required pursuant to the terms of the related Servicing Agreement. The related Servicer shall be obligated to make any such Advance only to the extent that such advance would not be a Nonrecoverable Advance. If the related Servicer shall have determined that it has made a Nonrecoverable Advance or that a proposed Advance or a lesser portion of such Advance would constitute a Nonrecoverable Advance, the related Servicer shall deliver (i) to the Securities Administrator for the benefit of the Certificateholders funds constituting the remaining portion of such Advance, if applicable, and (ii) to the Depositor, the Master Servicer, each Rating Agency and the Trustee an Officer’s Certificate setting forth the basis for such determination. Subject to the Master Servicer’s recoverability determination, in the event that a Servicer (other than Wells Fargo) fails to make a required Advance, the Master Servicer, as successor servicer, shall be required to remit the amount of such Advance to the Distribution Account. Subject to the Securities Administrator’s recoverability determination, in the event that the Master Servicer fails to make a required Advance, the Securities Administrator shall be required to remit the amount of such Advance to the Distribution Account. If Wells Fargo, as a Servicer, the Master Servicer or the Securities Administrator was required to make an Advance but failed to do so, the Trustee shall appoint a successor servicer who will make such Advance, or the Trustee as successor master servicer shall be required to remit the amount of such Advance to the Distribution Account, unless the Trustee shall have determined that such Advance is a Nonrecoverable Advance. If the Trustee cannot find a successor servicer to replace Wells Fargo as Servicer the Trustee shall become the successor servicer and shall be required to remit the amount of such Advance to the Distribution Account, unless the Trustee shall have determined that such Advance is a Nonrecoverable Advance.

Section 6.06Compensating Interest Payments.

The Master Servicer shall remit to the Securities Administrator for deposit in the Distribution Account not later than each Business Day preceding the related Distribution Date an amount equal to the lesser of (i) the sum of the aggregate amounts required to be paid by the Servicers under the Servicing Agreements with respect to subclauses (a) and (b) of the definition of Interest Shortfall with respect to the Mortgage Loans for the related Distribution Date, and not so paid by the related Servicers and (ii) the Master Servicer Compensation for such Distribution Date (such amount, the “Compensating Interest Payment”). The Master Servicer shall not be entitled to any reimbursement of any Compensating Interest Payment.

ARTICLE VII

THE MASTER SERVICER

Section 7.01Liabilities of the Master Servicer.

The Master Servicer shall be liable in accordance herewith only to the extent of the obligations specifically imposed upon and undertaken by it herein.

Section 7.02Merger or Consolidation of the Master Servicer.

(a)The Master Servicer will keep in full force and effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation, and will 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 duties under this Agreement.

(b)Any Person into which the Master Servicer may be merged or consolidated, or any corporation resulting from any merger or consolidation to which the Master Servicer shall be a party, or any Person succeeding to the business of the Master Servicer, shall be the successor of the Master Servicer hereunder, without the execution or filing of any paper or further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

Section 7.03Indemnification of the Trustee, the Master Servicer and the Securities Administrator.

(a)The Master Servicer agrees to indemnify the Indemnified Persons for, and to hold them harmless against, any loss, liability or expense (including reasonable legal fees and disbursements of counsel) incurred on their part that may be sustained in connection with, arising out of, or relating to, any claim or legal action (including any pending or threatened claim or legal action) relating to this Agreement, the Servicing Agreements, the Assignment Agreements or the Certificates or the powers of attorney delivered by the Trustee hereunder (i) related to the Master Servicer’s failure to perform its duties in compliance with this Agreement (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement) or (ii) incurred by reason of the Master Servicer’s willful misfeasance, bad faith or gross negligence in the performance of its duties hereunder or by reason of reckless disregard of its obligations and duties hereunder, provided, in each case, that with respect to any such claim or legal action (or pending or threatened claim or legal action), the Trustee shall have given the Master Servicer and the Depositor written notice thereof promptly after a Responsible Officer the Trustee shall have with respect to such claim or legal action actual knowledge thereof. The Master Servicer’s failure to receive any such notice shall not affect the Trustee’s right to indemnification hereunder, except to the extent the Master Servicer is materially prejudiced  by such failure to give notice. This indemnity shall survive the resignation or removal of the Trustee, Master Servicer or the Securities Administrator and the termination of this Agreement.

(b)The Depositor will indemnify any Indemnified Person for any loss, liability or expense of any Indemnified Person not otherwise covered by the Master Servicer’s indemnification pursuant to Subsection (a) above.

Section 7.04Limitations on Liability of the Master Servicer and Others.

Subject to the obligation of the Master Servicer to indemnify the Indemnified Persons pursuant to Section 7.03:

(a)Neither the Master Servicer nor any of the directors, officers, employees or agents of the Master Servicer shall be under any liability to the Indemnified Persons, the Depositor, the Trust Fund or the Certificateholders for taking any action or for refraining from taking any action in good faith pursuant to this Agreement, or for errors in judgment; provided, however, that this provision shall not protect 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 such Person’s willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder.

(b)The Master Servicer and any director, officer, employee or agent of 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.

(c)The Master Servicer, the Custodian and any director, officer, employee or agent of the Master Servicer or the Custodian, shall be indemnified by the Trust and held harmless thereby against any loss, liability or expense (including reasonable legal fees and disbursements of counsel) incurred on their part that may be sustained in connection with, arising out of, or related to, any claim or legal action (including any pending or threatened claim or legal action) relating to this Agreement, the Certificates or any Servicing Agreement (except to the extent that the Master Servicer or the Trustee, as the case may be, is indemnified by the Servicer thereunder), other than (i) any such loss, liability or expense related to the Master Servicer's failure to perform its duties in compliance with this Agreement (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement), or to the Custodian's failure to perform its duties under the Custodial Agreement, respectively, or (ii) any such loss, liability or expense incurred by reason of the Master Servicer's or the Custodian's willful misfeasance, bad faith or gross negligence in the performance of duties hereunder or under the Custodial Agreement, as applicable, or by reason of reckless disregard of obligations and duties hereunder or under the Custodial Agreement, as applicable.

(d)The Master Servicer shall not be under any obligation to appear in, prosecute or defend any legal action that is not incidental to its duties under this Agreement and that in its opinion may involve it in any expense or liability; provided, however, the Master Servicer may in its discretion, with the consent of the Trustee (which consent shall not be unreasonably withheld), undertake any such action which it may deem necessary or desirable with 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 and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Fund, and the Master Servicer shall be entitled to be reimbursed therefor out of the Distribution Account as provided by Section 4.05. Nothing in this Subsection 7.04(d) shall affect the Master Servicer’s obligation to supervise, or to take such actions as are necessary to ensure, the servicing and administration of the Mortgage Loans pursuant to Subsection 3.01(a).

(e)In taking or recommending any course of action pursuant to this Agreement, unless specifically required to do so pursuant to this Agreement, the Master Servicer shall not be required to investigate or make recommendations concerning potential liabilities which the Trust might incur as a result of such course of action by reason of the condition of the Mortgaged Properties but shall give notice to the Trustee if it has notice of such potential liabilities.

(f)The Master Servicer shall not be liable for any acts or omissions of any Servicers, except as otherwise expressly provided herein.

Section 7.05Master Servicer Not to Resign.

Except as provided in Section 7.07, the Master Servicer shall not resign from the obligations and duties hereby imposed on it except upon a determination that any such duties hereunder are no longer permissible under applicable law and such impermissibility cannot be cured. Any such determination permitting the resignation of the Master Servicer shall be evidenced by an Opinion of Independent Counsel addressed to the Trustee to such effect delivered to the Trustee. No such resignation by the Master Servicer shall become effective until EMC or the Trustee or a successor to the Master Servicer reasonably satisfactory to the Trustee shall have assumed the responsibilities and obligations of the Master Servicer in accordance with Section 8.02 hereof. The Trustee shall notify the Rating Agencies of the resignation of the Master Servicer.

Section 7.06Successor Master Servicer.

In connection with the appointment of any successor master servicer or the assumption of the duties of the Master Servicer, EMC or the Trustee may make such arrangements for the compensation of such successor master servicer out of payments on the Mortgage Loans as EMC or the Trustee and such successor master servicer shall agree. If the successor master servicer does not agree that such market value is a fair price, such successor master servicer shall obtain two quotations of market value from third parties actively engaged in the servicing of single-family mortgage loans. Notwithstanding the foregoing, the compensation payable to a successor master servicer may not exceed the compensation which the Master Servicer would have been entitled to retain if the Master Servicer had continued to act as Master Servicer hereunder.

Section 7.07Sale and Assignment of Master Servicing.

The Master Servicer may sell and assign its rights and delegate its duties and obligations in its entirety as Master Servicer under this Agreement and EMC may terminate the Master Servicer without cause and select a new Master Servicer; provided, however, that: (i) the purchaser or transferee accepting such assignment and delegation (a) shall be a Person which shall be qualified to service mortgage loans for Fannie Mae or Freddie Mac; (b) shall have a net worth of not less than $10,000,000 (unless otherwise approved by each Rating Agency pursuant to clause (ii) below); (c) shall be reasonably satisfactory to the Trustee (as evidenced in a writing signed by the Trustee); and (d) shall execute and deliver to the Trustee an agreement, in form and substance reasonably satisfactory to the Trustee, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by it as master servicer under this Agreement, any custodial agreement from and after the effective date of such agreement; (ii) each Rating Agency shall be given prior written notice of the identity of the proposed successor to the Master Servicer and each Rating Agency’s rating of the Certificates in effect immediately prior to such assignment, sale and delegation will not be downgraded, qualified or withdrawn as a result of such assignment, sale and delegation, as evidenced by a letter to such effect delivered to the Master Servicer and the Trustee; (iii) the Master Servicer assigning and selling the master servicing shall deliver to the Trustee an Officer’s Certificate and an Opinion of Independent Counsel addressed to the Trustee, each stating that all conditions precedent to such action under this Agreement have been completed and such action is permitted by and complies with the terms of this Agreement; and (iv) in the event the Master Servicer is terminated without cause by EMC, EMC shall pay the terminated Master Servicer a termination fee equal to 0.25% of the aggregate Scheduled Principal Balance of the Mortgage Loans at the time the master servicing of the Mortgage Loans is transferred to the successor Master Servicer. No such assignment or delegation shall affect any liability of the Master Servicer arising prior to the effective date thereof.

ARTICLE VIII

DEFAULT

Section 8.01Events of Default.

“Event of Default,” wherever used herein, means any one of the following events (whatever the 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) and only with respect to the defaulting Master Servicer:

(i)any failure by the Master Servicer to remit to the Securities Administrator any amounts received or collected by the Master Servicer in respect of the Mortgage Loans and required to be remitted by it (other than any Monthly Advance) pursuant to this Agreement, which failure shall continue unremedied for one Business Day after the date on which written notice of such failure shall have been given to the Master Servicer by the Trustee or the Depositor, or to the Trustee and the Master Servicer by the Holders of Certificates evidencing not less than 25% of the Voting Rights evidenced by the Certificates; or

(ii)The Master Servicer fails to observe or perform in any material respect any other material covenants and agreements set forth in this Agreement to be performed by it, which covenants and agreements materially affect the rights of Certificateholders, and such failure continues unremedied for a period of 60 days after the date on which written notice of such failure, properly requiring the same to be remedied, shall have been given to the Master Servicer by the Trustee or to the Master Servicer and the Trustee by the Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Trust Fund; or

(iii)There is entered against the Master Servicer a decree or order by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator in any insolvency, readjustment of debt, marshaling of assets and liabilities or similar proceedings, or for the winding up or liquidation of its affairs, and the continuance of any such decree or order is unstayed and in effect for a period of 60 consecutive days, or an involuntary case is commenced against the Master Servicer under any applicable insolvency or reorganization statute and the petition is not dismissed within 60 days after the commencement of the case; or

(iv)The Master Servicer consents to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshaling of assets and liabilities or similar proceedings of or relating to the Master Servicer or substantially all of its property; or the Master Servicer admits in writing its inability to pay its debts generally as they become due, files a petition to take advantage of any applicable insolvency or reorganization statute, makes an assignment for the benefit of its creditors, or voluntarily suspends payment of its obligations;

(v)The Master Servicer assigns or delegates its duties or rights under this Agreement in contravention of the provisions permitting such assignment or delegation under Sections 7.05 or 7.07; or

(vi)The Master Servicer fails to deposit, or cause to be deposited, in the Distribution Account any Monthly Advance required to be made by the Master Servicer (other than a Nonrecoverable Advance) by the close of business on the Business Day prior to the related Distribution Date.

In each and every such case, so long as such Event of Default with respect to the Master Servicer shall not have been remedied, either the Trustee or the Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 51% of the principal of the Trust Fund, by notice in writing to the Master Servicer (and to the Trustee if given by such Certificateholders), with a copy to the Rating Agencies, and with the consent of EMC, may terminate all of the rights and obligations (but not the liabilities) of the Master Servicer under this Agreement and in and to the Mortgage Loans and/or the REO Property serviced by the Master Servicer and the proceeds thereof. Upon the receipt by the Master Servicer of the written notice, all authority and power of the Master Servicer under this Agreement, whether with respect to the Certificates, the Mortgage Loans, REO Property or under any other related agreements (but only to the extent that such other agreements relate to the Mortgage Loans or related REO Property) shall, subject to Section 8.02, automatically and without further action pass to and be vested in the Trustee pursuant to this Section 8.01; 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 rights and obligations hereunder, including, without limitation, the transfer to the Trustee of (i) the property and amounts which are then or should be part of the Trust or which thereafter become part of the Trust; and (ii) originals or copies of all documents of the Master Servicer reasonably requested by the Trustee to enable it to assume the Master Servicer’s duties thereunder. In addition to any other amounts which are then, or, notwithstanding the termination of its activities under this Agreement, may become payable to the Master Servicer under this Agreement, the Master Servicer shall be entitled to receive, out of any amount received on account of a Mortgage Loan or related REO Property, that portion of such payments which it would have received as reimbursement under this Agreement if notice of termination had not been given. The termination of the rights and obligations of the Master Servicer shall not affect any obligations incurred by the Master Servicer prior to such termination. The Securities Administrator shall promptly notify the Trustee in writing of the occurrence of an Event of Default under clauses (i) or (vi) above.

Notwithstanding the foregoing, if an Event of Default described in clause (vi) of this Section 8.01 shall occur and the Securities Administrator fails to make such Advance described in clause (vi) of Section 8.01, the Trustee shall, by notice in writing to the Master Servicer, which may be delivered by telecopy, immediately terminate all of the rights and obligations of the Master Servicer thereafter arising under this Agreement, but without prejudice to any rights it may have as a Certificateholder or to reimbursement of Monthly Advances and other advances of its own funds, and the Trustee shall act as provided in Section 8.02 to carry out the duties of the Master Servicer, including the obligation to make any Monthly Advance the nonpayment of which was an Event of Default described in clause (vi) of this Section 8.01. Any such action taken by the Trustee must be prior to the distribution on the relevant Distribution Date.

Section 8.02Trustee to Act; Appointment of Successor.

(a)Upon the receipt by the Master Servicer of a notice of termination pursuant to Section 8.01 or an Opinion of Independent Counsel pursuant to Section 7.05 to the effect that the Master Servicer is legally unable to act or to delegate its duties to a Person which is legally able to act, the Trustee shall automatically become the successor in all respects to the Master Servicer in its capacity under this Agreement and the transactions set forth or provided for herein and shall thereafter have all of the rights and powers of, and be subject to all the responsibilities, duties, liabilities and limitations on liabilities relating thereto placed on the Master Servicer by the terms and provisions hereof; provided, however, that the Trustee shall have no obligation whatsoever with respect to any liability (other than advances deemed recoverable and not previously made) incurred by the Master Servicer at or prior to the time of termination. As compensation therefor, but subject to Section 7.06, the Trustee shall be entitled to compensation which the Master Servicer would have been entitled to retain if the Master Servicer had continued to act hereunder, except for those amounts due the Master Servicer as reimbursement permitted under this Agreement for advances previously made or expenses previously incurred. Notwithstanding the above, the Trustee may, if it shall be unwilling so to act, or shall, if it is legally unable so to act, appoint or petition a court of competent jurisdiction to appoint, any established housing and home finance institution which is a Fannie Mae- or Freddie Mac-approved servicer, and with respect to a successor to the Master Servicer only, 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; provided, that the Trustee shall obtain a letter from each Rating Agency that the ratings, if any, on each of the Certificates will not be lowered as a result of the selection of the successor to the Master Servicer. Pending appointment of a successor to the Master Servicer hereunder, the Trustee shall act in such capacity as hereinabove provided. In connection with such appointment and assumption, the Trustee may make such arrangements for the compensation of such successor out of payments on the Mortgage Loans as it and such successor shall agree; provided, however, that the provisions of Section 7.06 shall apply, the compensation shall not be in excess of that which the Master Servicer would have been entitled to if the Master Servicer had continued to act hereunder, and that such successor shall undertake and assume the obligations of the Trustee to pay compensation to any third Person acting as an agent or independent contractor in the performance of master servicing responsibilities hereunder. The Trustee and such successor shall take such action, consistent with this Agreement, as shall be necessary to effectuate any such succession.

(b)If the Trustee shall succeed to any duties of the Master Servicer respecting the Mortgage Loans as provided herein, it shall do so in a separate capacity and not in its capacity as Trustee and, accordingly, the provisions of Article IX shall be inapplicable to the Trustee in its duties as the successor to the Master Servicer in the servicing of the Mortgage Loans (although such provisions shall continue to apply to the Trustee in its capacity as Trustee); the provisions of Article VII, however, shall apply to it in its capacity as successor master servicer.

Section 8.03Notification to Certificateholders.

Upon any termination or appointment of a successor to the Master Servicer, the Trustee shall give prompt written notice thereof to Certificateholders at their respective addresses appearing in the Certificate Register and to the Rating Agencies.

Section 8.04Waiver of Defaults.

The Trustee shall transmit by mail to all Certificateholders, within 60 days after the occurrence of any Event of Default actually known to a Responsible Officer of the Trustee, unless such Event of Default shall have been cured, notice of each such Event of Default. The Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 51% of the Trust Fund may, on behalf of all Certificateholders, waive any default by the Master Servicer in the performance of its obligations hereunder and the consequences thereof, except a default in the making of or the causing to be made any required distribution on the Certificates, which default may only be waived by Holders of Certificates evidencing Fractional Undivided Interests aggregating 100% of the Trust Fund. Upon any such waiver of a past default, such default shall be deemed to cease to exist, and any Event of Default arising therefrom shall be deemed to have been timely remedied for every purpose of this Agreement. No such waiver shall extend to any subsequent or other default or impair any right consequent thereon except to the extent expressly so waived. The Trustee shall give notice of any such waiver to the Rating Agencies.

Section 8.05List of Certificateholders.

Upon written request of three or more Certificateholders of record, for purposes of communicating with other Certificateholders with respect to their rights under this Agreement, the Trustee will afford such Certificateholders access during business hours to the most recent list of Certificateholders held by the Trustee.

ARTICLE IX

CONCERNING THE TRUSTEE AND THE SECURITIES ADMINISTRATOR

Section 9.01Duties of Trustee.

(a)The Trustee, prior to the occurrence of an Event of Default and after the curing or waiver of all Events of Default which may have occurred, and the Securities Administrator each undertake to perform such duties and only such duties as are specifically set forth in this Agreement as duties of the Trustee and the Securities Administrator, respectively. If an Event of Default has occurred and has not been cured or waived, the Trustee shall exercise such of the rights and powers vested in it by this Agreement, and subject to Section 8.02(b) use the same degree of care and skill in their exercise, as a prudent person would exercise under the circumstances in the conduct of his own affairs.

(b)Upon receipt of all resolutions, certificates, statements, opinions, reports, documents, orders or other instruments which are specifically required to be furnished to the Trustee and the Securities Administrator pursuant to any provision of this Agreement, the Trustee and the Securities Administrator, respectively, shall examine them to determine whether they are in the form required by this Agreement; provided, however, that neither the Trustee nor the Securities Administrator shall be responsible for the accuracy or content of any resolution, certificate, statement, opinion, report, document, order or other instrument furnished hereunder; provided, further, that neither the Trustee nor the Securities Administrator shall be responsible for the accuracy or verification of any calculation provided to it pursuant to this Agreement.

(c)On each Distribution Date, the Paying Agent shall make monthly distributions and the final distribution to the Certificateholders from funds in the Distribution Account as provided in Sections 6.01 and 10.01 herein based solely on the report of the Securities Administrator.

(d)No provision of this Agreement shall be construed to relieve the Trustee or the Securities Administrator from liability for its own negligent action, its own negligent failure to act or its own willful misconduct; provided, however, that:

(i)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 and the Securities Administrator shall be determined solely by the express provisions of this Agreement, neither the Trustee nor the Securities Administrator shall be liable except for the performance of their respective 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 or the Securities Administrator and, in the absence of bad faith on the part of the Trustee or the Securities Administrator, respectively, the Trustee or the Securities Administrator, respectively, may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any certificates or opinions furnished to the Trustee or the Securities Administrator, respectively, and conforming to the requirements of this Agreement;

(ii)Neither the Trustee nor the Securities Administrator shall be liable in its individual capacity for an error of judgment made in good faith by a Responsible Officer or Responsible Officers of the Trustee or an officer of the Securities Administrator, respectively, unless it shall be proved that the Trustee or the Securities Administrator, respectively, was negligent in ascertaining the pertinent facts;

(iii)Neither the Trustee nor the Securities Administrator shall be liable with respect to any action taken, suffered or omitted to be taken by it in good faith in accordance with the directions of the Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Trust Fund, if such action or non-action relates to the time, method and place of conducting any proceeding for any remedy available to the Trustee or the Securities Administrator, respectively, or exercising any trust or other power conferred upon the Trustee or the Securities Administrator, respectively, under this Agreement;

(iv)The Trustee shall not be required to take notice or be deemed to have notice or knowledge of any default or Event of Default unless a Responsible Officer of the Trustee’s Corporate Trust Office shall have actual knowledge thereof. In the absence of such notice, the Trustee may conclusively assume there is no such default or Event of Default;

(v)The Trustee shall not in any way be liable by reason of any insufficiency in any Account held by or in the name of Trustee unless it is determined by a court of competent jurisdiction that the Trustee’s gross negligence or willful misconduct was the primary cause of such insufficiency (except to the extent that the Trustee is obligor and has defaulted thereon);

(vi)Anything in this Agreement to the contrary notwithstanding, in no event shall the Trustee or the Securities Administrator be liable for special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Trustee or the Securities Administrator, respectively, has been advised of the likelihood of such loss or damage and regardless of the form of action;

(vii)None of the Securities Administrator, the Depositor or the Trustee shall be responsible for the acts or omissions of the other, it being understood that this Agreement shall not be construed to render them partners, joint venturers or agents of one another and

(viii)Neither the Trustee nor the Securities Administrator shall be required to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if there is reasonable ground for believing that the repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it, and none of the provisions contained in this Agreement shall in any event require the Trustee or the Securities Administrator to perform, or be responsible for the manner of performance of, any of the obligations of the Master Servicer under the Servicing Agreements, except during such time, if any, as the Trustee shall be the successor to, and be vested with the rights, duties, powers and privileges of, the Master Servicer in accordance with the terms of this Agreement.

(e)All funds received by the Master Servicer and the Trustee and required to be deposited in the Distribution Account pursuant to this Agreement will be promptly so deposited by the Master Servicer and the Trustee.

(f)Except for those actions that the Trustee or the Securities Administrator is required to take hereunder, neither the Trustee nor the Securities Administrator shall have any obligation or liability to take any action or to refrain from taking any action hereunder in the absence of written direction as provided hereunder.

Section 9.02Certain Matters Affecting the Trustee and the Securities Administrator.

Except as otherwise provided in Section 9.01:

(i)The Trustee and the Securities Administrator may rely and shall be protected in acting or refraining from acting in reliance on any resolution, certificate of the Depositor, the Master Servicer or a Servicer, 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;

(ii)The Trustee and the Securities Administrator may consult with counsel and any advice of such counsel or any Opinion of Counsel shall be full and complete authorization and protection with respect to any action taken or suffered or omitted by it hereunder in good faith and in accordance with such advice or Opinion of Counsel:

(iii)Neither the Trustee nor the Securities Administrator shall be under any obligation to exercise any of the trusts or powers vested in it by this Agreement, other than its obligation to give notices pursuant to 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 of which a Responsible Officer of the Trustee has actual knowledge (which has not been cured or waived), to exercise such of the rights and powers vested in it by this Agreement, and to use the same degree of care and skill in their exercise, as a prudent person would exercise under the circumstances in the conduct of his own affairs;

(iv)Prior to the occurrence of an Event of Default hereunder and after the curing or waiver of all Events of Default which may have occurred, neither the Trustee nor the Securities Administrator shall be liable in its individual capacity for any action taken, suffered or omitted by it in good faith and believed by it to be authorized or within the discretion or rights or powers conferred upon it by this Agreement;

(v)Neither the Trustee nor the Securities Administrator shall 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 to do so by Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Trust Fund and provided that the payment within a reasonable time to the Trustee or the Securities Administrator, as applicable, 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 or the Securities Administrator, as applicable, reasonably assured to the Trustee or the Securities Administrator, as applicable, by the security afforded to it by the terms of this Agreement. The Trustee or the Securities Administrator may require reasonable indemnity against such expense or liability as a condition to taking any such action. The reasonable expense of every such examination shall be paid by the Certificateholders requesting the investigation;

(vi)The Trustee and the Securities Administrator may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or through Affiliates, agents or attorneys; provided, however, that the Trustee may not appoint any agent to perform its custodial functions with respect to the Mortgage Files or Trustee functions under this Agreement without the express written consent of the Master Servicer, which consent will not be unreasonably withheld. Neither the Trustee nor the Securities Administrator shall be liable or responsible for the misconduct or negligence of any of the Trustee’s or the Securities Administrator’s agents or attorneys or a custodian or Trustee appointed hereunder by the Trustee or the Securities Administrator with due care and, when required, with the consent of the Master Servicer;

(vii)Should the Trustee or the Securities Administrator deem the nature of any action required on its part, other than a payment or transfer under Subsection 4.01(b) or Section 4.02, to be unclear, the Trustee or the Securities Administrator, respectively, may require prior to such action that it be provided by the Depositor with reasonable further instructions;

(viii)The right of the Trustee or the Securities Administrator to perform any discretionary act enumerated in this Agreement shall not be construed as a duty, and neither the Trustee nor the Securities Administrator shall be accountable for other than its negligence or willful misconduct in the performance of any such act;

(ix)Neither the Trustee nor the Securities Administrator shall be required to give any bond or surety with respect to the execution of the trust created hereby or the powers granted hereunder, except as provided in Subsection 9.07; and

(x)Neither the Trustee nor the Securities Administrator shall have any duty to conduct any affirmative investigation as to the occurrence of any condition requiring the repurchase of any Mortgage Loan by the Seller pursuant to this Agreement or the Mortgage Loan Purchase Agreement, as applicable, or the eligibility of any Mortgage Loan for purposes of this Agreement.

Section 9.03Trustee and Securities Administrator Not Liable for Certificates or Mortgage Loans.

The recitals contained herein and in the Certificates (other than the signature and countersignature of the Certificate Registrar on the Certificates) shall be taken as the statements of the Depositor, and neither the Trustee, or the Custodian on its behalf, nor the Securities Administrator shall have any responsibility for their correctness. Neither the Trustee nor the Securities Administrator makes any representation as to the validity or sufficiency of the Certificates (other than the signature and countersignature of the Certificate Registrar on the Certificates) or of any Mortgage Loan except as expressly provided in Sections 2.02 and 2.05 hereof; provided, however, that the foregoing shall not relieve the Trustee, or the Custodian on its behalf, of the obligation to review the Mortgage Files pursuant to Sections 2.02 and 2.04. The Trustee’s signature and countersignature (or countersignature of its agent) on the Certificates shall be solely in its capacity as Trustee and shall not constitute the Certificates an obligation of the Trustee in any other capacity. Neither the Trustee or the Securities Administrator shall be accountable for the use or application by the Depositor 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 with respect to the Mortgage Loans. Subject to the provisions of Section 2.05, neither the Trustee nor the Securities Administrator shall be responsible for the legality or validity of this Agreement or any document or instrument relating to this Agreement, the validity of the execution of this Agreement or of any supplement hereto or instrument of further assurance, or the validity, priority, perfection or sufficiency of the security for the Certificates issued hereunder or intended to be issued hereunder. Neither the Trustee nor the Securities Administrator shall at any time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Mortgage or any Mortgage Loan, or the perfection and priority of any Mortgage or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Trust Fund or its ability to generate the payments to be distributed to Certificateholders, under this Agreement. Neither the Trustee nor the Securities Administrator shall have any responsibility for filing any financing statement or continuation statement in any public office at any time or to otherwise perfect or maintain the perfection of any security interest or lien granted to it hereunder or to record this Agreement.

Section 9.04Trustee and Securities Administrator May Own Certificates.

The Trustee and the Securities Administrator in its individual capacity or in any capacity other than as Trustee hereunder may become the owner or pledgee of any Certificates with the same rights it would have if it were not Trustee or the Securities Administrator, as applicable, and may otherwise deal with the parties hereto.

Section 9.05Trustee’s and Securities Administrator’s Fees and Expenses.

The fees and expenses of the Trustee and the Securities Administrator shall be paid in accordance with a side letter agreement between the Trustee and the Master Servicer. In addition, the Trustee and the Securities Administrator will be entitled to recover from the Distribution Account pursuant to Section 4.05(a)(ii) all reasonable out-of-pocket expenses, disbursements and advances and the expenses of the Trustee and the Securities Administrator, respectively, in connection with any Event of Default, any breach of this Agreement or any claim or legal action (including any pending or threatened claim or legal action) or incurred or made by the Trustee or the Securities Administrator, respectively, in the administration of the trusts hereunder (including the reasonable compensation, expenses and disbursements of its counsel) except any such expense, disbursement or advance as may arise from its negligence or intentional misconduct or which is the responsibility of the Certificateholders. If funds in the Distribution Account are insufficient therefor, the Trustee and the Securities Administrator shall recover such expenses from the Depositor and the Depositor hereby agrees to pay such expenses, disbursements or advances upon demand. Such compensation and reimbursement obligation shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust.

Section 9.06Eligibility Requirements for Trustee, Paying Agent and Securities Administrator.

The Trustee and any successor Trustee, Paying Agent and any successor Paying Agent and the Securities Administrator and any successor Securities Administrator shall during the entire duration of this Agreement be a state bank or trust company or a national banking association 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 and undivided profits of at least $40,000,000 or, in the case of a successor Trustee, $50,000,000, subject to supervision or examination by federal or state authority and, in the case of the Trustee, rated “BBB” or higher by S&P with respect to their long-term rating and rated “BBB” or higher by S&P and “Baa2” or higher by Moody’s with respect to any outstanding long-term unsecured unsubordinated debt, and, in the case of a successor Trustee, successor Paying Agent or successor Securities Administrator other than pursuant to Section 9.10, rated in one of the two highest long-term debt categories of, or otherwise acceptable to, each of the Rating Agencies. If the Trustee 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 9.06 the combined capital and surplus of such corporation shall be deemed to be its total equity capital (combined capital and surplus) as set forth in its most recent report of condition so published. In case at any time the Trustee, the Paying Agent or the Securities Administrator shall cease to be eligible in accordance with the provisions of this Section 9.06, the Trustee or the Securities Administrator shall resign immediately in the manner and with the effect specified in Section 9.08.

Section 9.07Insurance.

The Trustee, Paying Agent and the Securities Administrator, at their own expense, shall at all times maintain and keep in full force and effect: (i) fidelity insurance, (ii) theft of documents insurance and (iii) forgery insurance (which may be collectively satisfied by a “Financial Institution Bond” and/or a “Bankers’ Blanket Bond”). All such insurance shall be in amounts, with standard coverage and subject to deductibles, as are customary for insurance typically maintained by banks or their affiliates which act as custodians for investor-owned mortgage pools. A certificate of an officer of the Trustee, the Paying Agent or the Securities Administrator as to the Trustee’s, Paying Agent’s or the Securities Administrator’s, respectively, compliance with this Section 9.07 shall be furnished to any Certificateholder upon reasonable written request.

Section 9.08Resignation and Removal of the Trustee and Securities Administrator.

(a)The Trustee and the Securities Administrator may at any time resign and be discharged from the Trust hereby created by giving written notice thereof to the Depositor and the Master Servicer, with a copy to the Rating Agencies. Upon receiving such notice of resignation, the Depositor shall promptly appoint a successor Trustee or successor Securities Administrator, as applicable, by written instrument, in triplicate, one copy of which instrument shall be delivered to each of the resigning Trustee or Securities Administrator, as applicable, the successor Trustee or Securities Administrator, as applicable. If no successor Trustee or Securities Administrator shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee or Securities Administrator may petition any court of competent jurisdiction for the appointment of a successor Trustee or Securities Administrator.

(b)If at any time the Trustee, the Paying Agent or the Securities Administrator shall cease to be eligible in accordance with the provisions of Section 9.06 and shall fail to resign after written request therefor by the Depositor or if at any time the Trustee, the Paying Agent or the Securities Administrator shall become incapable of acting, or shall be adjudged a bankrupt or insolvent, or a receiver of the Trustee, the Paying Agent or the Securities Administrator, as applicable, or of its property shall be appointed, or any public officer shall take charge or control of the Trustee, the Paying Agent or the Securities Administrator, as applicable, or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Depositor shall promptly remove the Trustee, or shall be entitled to remove the Paying Agent or the Securities Administrator, as applicable, and appoint a successor Trustee, Paying Agent or Securities Administrator, as applicable, by written instrument, in triplicate, one copy of which instrument shall be delivered to each of the Trustee, the Paying Agent or Securities Administrator, as applicable, so removed, the successor Trustee or Securities Administrator, as applicable.

(c)The Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 51% of the Trust Fund may at any time remove the Trustee, the Paying Agent or the Securities Administrator and appoint a successor Trustee, the Paying Agent or Securities Administrator by written instrument or instruments, in quadruplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Depositor, the Paying Agent, the Master Servicer, the Securities Administrator (if the Trustee is removed), the Trustee (if the Securities Administrator or Paying Agent is removed), and the Trustee, the Paying Agent or Securities Administrator so removed and the successor so appointed. In the event that the Trustee, the Paying Agent or Securities Administrator is removed by the Holders of Certificates in accordance with this Section 9.08(c), the Holders of such Certificates shall be responsible for paying any compensation payable to a successor Trustee, successor Paying Agent or successor Securities Administrator, in excess of the amount paid to the predecessor Trustee, predecessor Paying Agent or predecessor Securities Administrator, as applicable.

(d)No resignation or removal of the Trustee, the Paying Agent or the Securities Administrator and appointment of a successor Trustee, the Paying Agent or Securities Administrator pursuant to any of the provisions of this Section 9.08 shall become effective except upon appointment of and acceptance of such appointment by the successor Trustee, Paying Agent or Securities Administrator as provided in Section 9.09.

Section 9.09Successor Trustee, Successor Paying Agent and Successor Securities Administrator.

(a)Any successor Trustee, Paying Agent or Securities Administrator appointed as provided in Section 9.08 shall execute, acknowledge and deliver to the Depositor and to its predecessor Trustee, Paying Agent or Securities Administrator an instrument accepting such appointment hereunder. The resignation or removal of the predecessor Trustee, Paying Agent or Securities Administrator shall then become effective and such successor Trustee, Paying Agent or Securities Administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee, Paying Agent or Securities Administrator herein. The predecessor Trustee, Paying Agent or Securities Administrator shall after payment of its outstanding fees and expenses promptly deliver to the successor Trustee, Paying Agent or Securities Administrator, as applicable, all assets and records of the Trust held by it hereunder, and the Depositor and the predecessor Trustee, Paying Agent or Securities Administrator, as applicable, 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, Paying Agent or Securities Administrator, as applicable, all such rights, powers, duties and obligations.

(b)No successor Trustee, Paying Agent or Securities Administrator shall accept appointment as provided in this Section 9.09 unless at the time of such acceptance such successor Trustee, Paying Agent or Securities Administrator shall be eligible under the provisions of Section 9.06.

(c)Upon acceptance of appointment by a successor trustee, paying agent or securities administrator as provided in this Section 9.09, the successor trustee, paying agent or securities administrator shall mail notice of the succession of such trustee, paying agent or securities administrator hereunder to all Certificateholders at their addresses as shown in the Certificate Register and to the Rating Agencies. The Depositor shall cause such notice to be mailed at the expense of the Trust Fund.

Section 9.10Merger or Consolidation of Trustee, Paying Agent or Securities Administrator.

Any state bank or trust company or national banking association into which the Trustee, Paying Agent or the Securities Administrator may be merged or converted or with which it may be consolidated or any state bank or trust company or national banking association resulting from any merger, conversion or consolidation to which the Trustee or the Securities Administrator, respectively, shall be a party, or any state bank or trust company or national banking association succeeding to all or substantially all of the corporate trust business of the Trustee, Paying Agent or the Securities Administrator, respectively, shall be the successor of the Trustee, Paying Agent or the Securities Administrator, respectively, hereunder, provided such state bank or trust company or national banking association shall be eligible under the provisions of Section 9.06. Such succession shall be valid without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

Section 9.11Appointment of Co-Trustee or Separate Trustee.

(a)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 or property constituting the same may at the time be located, the Depositor 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 and the Depositor 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, and to vest in such Person or Persons, in such capacity, such title to the Trust, or any part thereof, and, subject to the other provisions of this Section 9.11, such powers, duties, obligations, rights and trusts as the Depositor and the Trustee may consider necessary or desirable.

(b)If the Depositor shall not have joined in such appointment within 15 days after the receipt by it of a written request so to do, the Trustee shall have the power to make such appointment without the Depositor.

(c)No co-trustee or separate trustee hereunder shall be required to meet the terms of eligibility as a successor Trustee under Section 9.06 hereunder and no notice to Certificateholders of the appointment of co-trustee(s) or separate trustee(s) shall be required under Section 9.08 hereof.

(d)In the case of any appointment of a co-trustee or separate trustee pursuant to this Section 9.11, all rights, powers, duties and obligations conferred or imposed upon the Trustee and required to be conferred on such co-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 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.

(e)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 IX. 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.

(f)To the extent not prohibited by law, any separate trustee or co-trustee may, at any time, request the Trustee, its agent or attorney-in-fact, with full power and authority, to do any lawful act under or with respect to 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.

(g)No trustee under this Agreement shall be personally liable by reason of any act or omission of another trustee under this Agreement. The Depositor and the Trustee acting jointly may at any time accept the resignation of or remove any separate trustee or co-trustee.

Section 9.12Federal Information Returns and Reports to Certificateholders; REMIC Administration.

(a)For federal income tax purposes, the taxable year of each REMIC shall be a calendar year, and the Securities Administrator shall maintain or cause the maintenance of the books of each such REMIC on the accrual method of accounting.

(b)The Securities Administrator shall prepare and file or cause to be filed with the Internal Revenue Service, and the Trustee shall sign, federal tax information returns or elections required to be made hereunder with respect to each REMIC, the Trust Fund, if applicable, and the Certificates containing such information and at the times and in the manner as may be required by the Code or applicable Treasury regulations, and shall furnish to each Holder of Certificates at any time during the calendar year for which such returns or reports are made such statements or information at the times and in the manner as may be required thereby, including, without limitation, reports relating to interest, original issue discount and market discount or premium (using a constant prepayment assumption of 25% CPR). The Securities Administrator will apply for an Employee Identification Number from the Internal Revenue Service under Form SS-4 or any other acceptable method for all tax entities. In connection with the foregoing, the Securities Administrator shall timely prepare and file, and the Trustee shall sign, Internal Revenue Service Form 8811, which shall provide the name and address of the person who can be contacted to obtain information required to be reported to the holders of regular interests in each REMIC (the “REMIC Reporting Agent”). The Trustee shall make elections to treat each REMIC as a REMIC (which elections shall apply to the taxable period ending December 31, 2006 and each calendar year thereafter) in such manner as the Code or applicable Treasury regulations may prescribe, and as described by the Securities Administrator. The Trustee shall sign all tax information returns filed pursuant to this Section and any other returns as may be required by the Code. The Holder of the Class R-I Certificate is hereby designated as the “Tax Matters Person” (within the meaning of Treasury Regulation Section 1.860F-4(d)) for REMIC I, the Holder of the Class R-II Certificate is hereby designated as the “Tax Matters Person” for REMIC II, and the Holder of the Class R-III Certificate is hereby designated as the “Tax Matters Person” for REMIC III . The Securities Administrator is hereby designated and appointed as the agent of each such Tax Matters Person. Any Holder of a Residual Certificate will by acceptance thereof appoint the Securities Administrator as agent and attorney-in-fact for the purpose of acting as Tax Matters Person for each REMIC during such time as the Securities Administrator does not own any such Residual Certificate. In the event that the Code or applicable Treasury regulations prohibit the Trustee from signing tax or information returns or other statements, or the Securities Administrator from acting as agent for the Tax Matters Person, the Trustee and the Securities Administrator shall take whatever action that in its sole good faith judgment is necessary for the proper filing of such information returns or for the provision of a Tax Matters Person, including designation of the Holder of a Residual Certificate to sign such returns or act as Tax Matters Person. Each Holder of a Residual Certificate shall be bound by this Section.

(c)The Securities Administrator shall provide upon request and receipt of reasonable compensation, such information as required in Section 860D(a)(6)(B) of the Code to the Internal Revenue Service, to any Person purporting to transfer a Residual Certificate to a Person other than a transferee permitted by Section 5.05(b), and to any regulated investment company, real estate investment trust, common trust fund, partnership, trust, estate, organization described in Section 1381 of the Code, or nominee holding an interest in a pass-through entity described in Section 860E(e)(6) of the Code, any record holder of which is not a transferee permitted by Section 5.05(b) (or which is deemed by statute to be an entity with a disqualified member).

(d)The Securities Administrator shall prepare and file or cause to be filed, and the Trustee shall sign, any state income tax returns required under Applicable State Law with respect to each REMIC or the Trust Fund.

(e)Notwithstanding any other provision of this Agreement, the Trustee and the Securities Administrator shall comply with all federal withholding requirements respecting payments to Certificateholders of, or in respect of, interest or original issue discount on the Mortgage Loans that the Trustee or the Securities Administrator reasonably believes are applicable under the Code. The consent of Certificateholders shall not be required for such withholding. In the event the Trustee or the Securities Administrator withholds any amount from payments of, or in respect of, interest or original issue discount or advances thereof to any Certificateholder pursuant to federal withholding requirements, the Trustee or the Securities Administrator shall, together with its monthly report to such Certificateholders, indicate such amount withheld.

(f)The Trustee and the Securities Administrator agree to indemnify the Trust Fund and the Depositor 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 and the Securities Administrator’s covenants, respectively, set forth in this Section 9.12; provided, however, such liability and obligation to indemnify in this paragraph shall not be joint and several, and neither the Trustee nor the Securities Administrator shall be liable or be obligated to indemnify the Trust Fund for the failure by the other to perform any duty under this Agreement or the breach by the other of any covenant in this Agreement.

ARTICLE X

TERMINATION

Section 10.01Termination Upon Repurchase by the Depositor or its Designee or Liquidation of the Mortgage Loans.

(a)Subject to Section 10.02, the respective obligations and responsibilities of the Depositor, the Trustee, the Paying Agent, the Master Servicer and the Securities Administrator created hereby, other than the obligation of the Paying Agent to make payments to Certificateholders as hereinafter set forth shall terminate upon:

(i)the repurchase by or at the direction of the Depositor or its designee of all of the Mortgage Loans and all related REO Property remaining in the Trust at a price (in each case, the “Termination Purchase Price”) equal to the sum of (a) 100% of the Outstanding Principal Balance of each Mortgage Loan (other than a Mortgage Loan related to REO Property) as of the date of repurchase, net of the principal portion of any unreimbursed Monthly Advances made by the purchaser, together with interest at the applicable Mortgage Interest Rate accrued but unpaid to, but not including, the first day of the month of repurchase, (b) the appraised value of any related REO Property, less the good faith estimate of the Depositor of liquidation expenses to be incurred in connection with its disposal thereof (but not more than the Outstanding Principal Balance of the related Mortgage Loan, together with interest at the applicable Mortgage Interest Rate accrued on that balance but unpaid to, but not including, the first day of the month of repurchase), such appraisal to be calculated by an appraiser mutually agreed upon by the Depositor and the Trustee at the expense of the Depositor, (c) unreimbursed out-of pocket costs of the Master Servicer, including unreimbursed servicing advances and the principal portion of any unreimbursed Monthly Advances, made on the Mortgage Loans prior to the exercise of such repurchase right and (d) any unreimbursed costs and expenses of the Trustee and the Securities Administrator payable pursuant to Section 9.05; or

(ii)the later of the making 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 with respect to any Mortgage Loan; provided, however, that in the event that an advance has been made, but not yet recovered, at the time of such termination, the Person having made such advance shall be entitled to receive, notwithstanding such termination, any payments received subsequent thereto with respect to which such advance was made; or

(iii)the payment to the Certificateholders of all amounts required to be paid to them pursuant to this Agreement.

(b)In no event, however, shall the Trust created hereby continue beyond the earlier of (i) the latest possible maturity date specified in Section 5.01(d) and (ii) 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’s, living on the date of this Agreement.

(c)The right of the Depositor or its designee to repurchase all the assets of the Trust Fund as described in Subsection 10.01(a)(i) above is conditioned upon (i) such purchase occurring after the Distribution Date on which the aggregate Scheduled Principal Balance of the Mortgage Loans is less than 10% of the sum of the aggregate Scheduled Principal Balance of the Mortgage Loans as of the Cut-off Date, or (ii) the Depositor making a determination, based upon an Opinion of Counsel addressed to the Depositor, the Trustee and the Securities Administrator, that the REMIC status of REMIC I, REMIC II or REMIC III has been lost or that a substantial risk exists that such REMIC status will be lost for the then-current taxable year. At any time thereafter, in the case of (i) or (ii) above, the Depositor may elect to terminate REMIC I, REMIC II or REMIC III at any time, and upon such election, the Depositor or its designee, shall repurchase all the assets of the Trust Fund described in Subsection 10.01(a)(i) above.

(d)The Paying Agent shall give notice of any termination to the Certificateholders, with a copy to the Master Servicer, the Securities Administrator, the Trustee and the Rating Agencies, upon which the Certificateholders shall surrender their Certificates to the Paying Agent for payment of the final distribution and cancellation. Such notice shall be given by letter, mailed not earlier than the l5th day and not later than the 25th day of the month next preceding the month of such final distribution, and shall specify (i) the Distribution Date upon which final payment of the Certificates will be made upon presentation and surrender of the Certificates at the office of the Paying Agent therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office of the Paying Agent therein specified.

(e)If the option of the Depositor to repurchase or cause the repurchase of all the assets in the Trust Fund as described in Subsection 10.01(a)(i) above, is exercised, the Depositor and/or its designee shall deliver to the Paying Agent for deposit in the Distribution Account, by the Business Day prior to the applicable Distribution Date, an amount equal to the Termination Purchase Price. Upon presentation and surrender of the Certificates by the Certificateholders, the Paying Agent shall distribute to such Certificateholders as directed by the Securities Administrator in writing an amount determined as follows: with respect to each Certificate (other than the Class R Certificates), the outstanding Current Principal Amount, plus with respect to each Certificate (other than the Class R Certificates), one month’s interest thereon at the applicable Pass-Through Rate; and with respect to the Class R Certificates, the percentage interest evidenced thereby multiplied by the difference, if any, between the above described repurchase price and the aggregate amount to be distributed to the Holders of the Certificates in such Certificate Group (other than the Class R Certificates). If the proceeds with respect to the Mortgage Loans of a Loan Group are not sufficient to pay all of the Senior Certificates of the related Certificate Group in full, any such deficiency shall be allocated first, to the Subordinate Certificates, in inverse order of their numerical designation and then to the Senior Certificates of the related Certificate Group on a pro rata basis. Upon deposit of the Termination Purchase Price and following such final Distribution Date, the Trustee or the Custodian, as its agent, shall release promptly to the Depositor and/or its designee the Mortgage Files for the remaining Mortgage Loans, and the Accounts with respect thereto shall terminate, subject to the Paying Agent’s obligation to hold any amounts payable to the Certificateholders in trust without interest pending final distributions pursuant to Subsection 10.01(g). Any other amounts remaining in the Accounts will belong to the Depositor.

(f)Upon the presentation and surrender of the Certificates, the Paying Agent shall distribute to the remaining Certificateholders, pursuant to the written direction of the Securities Administrator and in accordance with their respective interests, all distributable amounts remaining in the Distribution Account. Upon deposit by the Master Servicer of such distributable amounts, and following such final Distribution Date, the Paying Agent shall release promptly to the Depositor or its designee the Mortgage Files for the remaining Mortgage Loans, and the Distribution Account shall terminate, subject to the Paying Agent’s obligation to hold any amounts payable to the Certificateholders in trust without interest pending final distributions pursuant to this Subsection 10.01(f).

(g)If not all of the Certificateholders shall surrender their Certificates for cancellation within six months after the time specified in the above-mentioned written notice, the Paying Agent 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, not all the Certificates shall have been surrendered for cancellation, the Paying Agent may take appropriate steps, or appoint any agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain subject to this Agreement.

Section 10.02Additional Termination Requirements.

(a)If the option of the Depositor to repurchase all of the Mortgage Loans under Subsection 10.01(a)(i) above is exercised, the Trust Fund and each REMIC shall be terminated in accordance with the following additional requirements, unless the Trustee and Securities Administrator have been furnished with an Opinion of Counsel addressed to the Trustee and Securities Administrator to the effect that the failure of the Trust to comply with the requirements of this Section 10.02 will not (i) result in the imposition of taxes on “prohibited transactions” as defined in Section 860F of the Code on any REMIC or (ii) cause any REMIC to fail to qualify as a REMIC at any time that any Certificates are outstanding:

(i)within 90 days prior to the final Distribution Date, at the written direction of the Depositor, the Securities Administrator, as agent for the respective Tax Matters Persons, shall adopt a plan of complete liquidation of each REMIC, in the case of a termination under Subsection 10.01(a)(i), provided to it by the Depositor, which meets the requirements of a “qualified liquidation” under Section 860F of the Code and any regulations thereunder; and

(ii)the Depositor 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.

(b)By their acceptance of the Residual Certificates, the Holders thereof hereby (i) agree to adopt such a plan of complete liquidation of the related REMIC upon the written request of the Depositor, and to take such action in connection therewith as may be reasonably requested by the Depositor, and (ii) appoint the Depositor as their attorney-in-fact, with full power of substitution, for purposes of adopting such a plan of complete liquidation. The Securities Administrator shall adopt such plan of liquidation by filing the appropriate statement on the final tax return of each REMIC. Upon complete liquidation or final distribution of all of the assets of the Trust Fund, the Trust Fund and each REMIC shall terminate.

ARTICLE XI

[RESERVED]

ARTICLE XII

MISCELLANEOUS PROVISIONS

Section 12.01Intent of Parties.

The parties intend that each of REMIC I, REMIC II and REMIC III shall be treated as a REMIC for federal income tax purposes and that the provisions of this Agreement should be construed in furtherance of this intent.

Section 12.02Amendment.

(a)This Agreement may be amended from time to time by the Depositor, the Master Servicer, the Securities Administrator and the Trustee, without notice to or the consent of any of the Certificateholders, to cure any ambiguity, to correct or supplement any provisions herein or therein that may be defective or inconsistent with any other provisions herein or therein, to comply with any changes in the Code, to revise any provisions to reflect the obligations of the parties to this agreement as they relate to Regulation AB or to make any other provisions with respect to matters or questions arising under this Agreement which shall not be inconsistent with the provisions of this Agreement; provided, however, that such action shall not, as evidenced by an Opinion of Independent Counsel, addressed to the Trustee, adversely affect in any material respect the interests of any Certificateholder.

(b)This Agreement may also be amended from time to time by the Master Servicer, the Depositor, the Securities Administrator and the Trustee, with the consent of the Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 51% of the Trust Fund or of the applicable Class or Classes, if such amendment affects only such Class or Classes, for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of the Certificateholders; provided, however, that no such amendment shall (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate without the consent of the Holder of such Certificate, (ii) reduce the aforesaid percentage of Certificates the Holders of which are required to consent to any such amendment, without the consent of the Holders of all Certificates then outstanding, or (iii) cause any REMIC to fail to qualify as a REMIC for federal income tax purposes, as evidenced by an Opinion of Independent Counsel addressed to the Trustee which shall be provided to the Trustee other than at the Trustee’s expense. Notwithstanding any other provision of this Agreement, for purposes of the giving or withholding of consents pursuant to this Section 12.02(b), Certificates registered in the name of or held for the benefit of the Depositor, the Securities Administrator, the Master Servicer, or the Trustee or any Affiliate thereof shall be entitled to vote their Fractional Undivided Interests with respect to matters affecting such Certificates.

(c)Promptly after the execution of any such amendment, the Trustee shall furnish a copy of such amendment or written notification of the substance of such amendment to each Certificateholder, with a copy to the Rating Agencies.

(d)In the case of an amendment under Subsection 12.02(b) above, it shall not be necessary for the Certificateholders to approve the particular form of such an amendment. Rather, it shall be sufficient if the Certificateholders approve the substance of the amendment. The manner of obtaining such consents and of evidencing the authorization of the execution thereof by Certificateholders shall be subject to such reasonable regulations as the Trustee may prescribe.

(e)Prior to the execution of any amendment to this Agreement, the Trustee shall be entitled to receive and rely upon an Opinion of Counsel addressed to the Trustee stating that the execution of such amendment is authorized or permitted by this Agreement. The Trustee and the Securities Administrator may, but shall not be obligated to, enter into any such amendment which affects the Trustee’s or the Securities Administrator’s own respective rights, duties or immunities under this Agreement.

Section 12.03Recordation 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 Mortgaged Properties are situated, and in any other appropriate public recording office or elsewhere. The Depositor shall effect such recordation, at the expense of the Trust upon the request in writing of a Certificateholder, but only if such direction is accompanied by an Opinion of Counsel (provided at the expense of the Certificateholder requesting recordation) to the effect that such recordation would materially and beneficially affect the interests of the Certificateholders or is required by law.

Section 12.04Limitation on Rights of Certificateholders.

(a)The death or incapacity of any Certificateholder shall not terminate this Agreement or the Trust, 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, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any of them.

(b)Except as expressly provided in this Agreement, no Certificateholders shall have any right to vote or in any manner otherwise control the operation and management of the Trust, 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 establish the Certificateholders from time to time as partners or members of an association; nor shall any Certificateholders 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.

(c)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, under or with respect to this Agreement against the Depositor, the Securities Administrator, the Master Servicer or any successor to any such parties unless (i) such Certificateholder previously shall have given to the Trustee a written notice of a continuing default, as herein provided, (ii) the Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 51% of the Trust Fund 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 and expenses and liabilities to be incurred therein or thereby, and (iii) the Trustee, for 60 days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding.

(d)No one or more Certificateholders shall have any right by virtue of any provision of this Agreement to affect the rights of any other Certificateholders or to obtain or seek to obtain priority or preference over any other such Certificateholder, or to enforce any right under this Agreement, except in the manner herein provided and for the equal, ratable and common benefit of all Certificateholders. For the protection and enforcement of the provisions of this Section 12.04, each and every Certificateholder and the Trustee shall be entitled to such relief as can be given either at law or in equity.

Section 12.05Acts of Certificateholders.

(a)Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Agreement to be given or taken by Certificateholders may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Certificateholders in person or by an agent duly appointed in writing. Except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee and, where it is expressly required, to the Depositor. Proof of execution of any such instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Agreement and conclusive in favor of the Trustee and the Depositor, if made in the manner provided in this Section 12.05.

(b)The fact and date of the execution by any Person of any such instrument or writing may be proved by the affidavit of a witness of such execution or by a certificate of a notary public or other officer authorized by law to take acknowledgments of deeds, certifying that the individual signing such instrument or writing acknowledged to him the execution thereof. Where such execution is by a signer acting in a capacity other than his or her individual capacity, such certificate or affidavit shall also constitute sufficient proof of his or her authority. The fact and date of the execution of any such instrument or writing, or the authority of the individual executing the same, may also be proved in any other manner which the Trustee deems sufficient.

(c)The ownership of Certificates (notwithstanding any notation of ownership or other writing on such Certificates, except an endorsement in accordance with Section 5.02 made on a Certificate presented in accordance with Section 5.04) shall be proved by the Certificate Register, and neither the Trustee, the Securities Administrator, the Depositor, the Master Servicer nor any successor to any such parties shall be affected by any notice to the contrary.

(d)Any request, demand, authorization, direction, notice, consent, waiver or other action of the holder of any Certificate shall bind every future holder of the same Certificate and the holder of every Certificate issued upon the registration of transfer or exchange thereof, if applicable, or in lieu thereof with respect to anything done, omitted or suffered to be done by the Trustee, the Securities Administrator, the Depositor, the Master Servicer or any successor to any such party in reliance thereon, whether or not notation of such action is made upon such Certificates.

(e)In determining whether the Holders of the requisite percentage of Certificates evidencing Fractional Undivided Interests have given any request, demand, authorization, direction, notice, consent or waiver hereunder, Certificates owned by the Trustee, the Securities Administrator, the Depositor, the Master Servicer or any Affiliate thereof shall be disregarded, except as otherwise provided in Section 12.02(b) and except that, in determining whether the Trustee shall be protected in relying upon any such request, demand, authorization, direction, notice, consent or waiver, only Certificates which a Responsible Officer of the Trustee actually knows to be so owned shall be so disregarded. Certificates which have been pledged in good faith to the Trustee, the Securities Administrator, the Depositor, the Master Servicer or any Affiliate thereof may be regarded as outstanding if the pledgor establishes to the satisfaction of the Trustee the pledgor’s right to act with respect to such Certificates and that the pledgor is not an Affiliate of the Trustee, the Securities Administrator, the Depositor, or the Master Servicer, as the case may be.

Section 12.06Governing Law.

THIS AGREEMENT AND THE CERTIFICATES SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAWS RULES (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW, WHICH THE PARTIES HERETO EXPRESSLY RELY UPON IN THE CHOICE OF SUCH LAW AS THE GOVERNING LAW HEREUNDER) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Section 12.07Notices.

All demands and notices hereunder shall be in writing and shall be deemed given when delivered at (including delivery by facsimile) or mailed by registered mail, return receipt requested, postage prepaid, or by recognized overnight courier, to (i) in the case of the Depositor, 383 Madison Avenue, New York, New York 10179, Attention: Vice President-Servicing, telecopier number: (212) 272-5591, or to such other address as may hereafter be furnished to the other parties hereto in writing; (ii) in the case of the Trustee, at its Corporate Trust Office, or such other address as may hereafter be furnished to the other parties hereto in writing; (iii) in the case of the Seller, 383 Madison Avenue, New York, New York 10179, Attention: Vice President-Servicing, telecopier number: (212) 272-5591, or to such other address as may hereafter be furnished to the other parties hereto in writing; (iv) in the case of the Master Servicer or Securities Administrator, Wells Fargo Bank, N.A., P.O. Box 98, Columbia Maryland 21046 (or, in the case of overnight deliveries, 9062 Old Annapolis Road, Columbia, Maryland 21045) (Attention: Corporate Trust Services - BSARM 2006-2), facsimile no.: (410) 715-2380, or such other address as may hereafter be furnished to the other parties hereto in writing; (v) in the case of the Certificate Registrar, the Certificate Registrar’s Office or (vi) in the case of the Rating Agencies, Fitch, Inc., One State Street Plaza, New York, NY 10004 and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc., 55 Water Street, New York, New York 10041, or such other address as may hereafter be furnished to the other parties hereto in writing. Any notice delivered to the Depositor, the Master Servicer, the Securities Administrator or the Trustee under this Agreement shall be effective only upon receipt. Any notice required or permitted to be mailed to a Certificateholder, unless otherwise provided herein, shall be given by first-class mail, postage prepaid, at the address of such Certificateholder 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 when mailed, whether or not the Certificateholder receives such notice.

Section 12.08Severability 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 severed 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 12.09Successors and Assigns.

The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto.

Section 12.10Article and Section Headings.

The article and section headings herein are for convenience of reference only, and shall not limit or otherwise affect the meaning hereof.

Section 12.11Counterparts.

This Agreement may be executed in two or more counterparts each of which when so executed and delivered shall be an original but all of which together shall constitute one and the same instrument.

Section 12.12Notice to Rating Agencies.

The article and section headings herein are for convenience of reference only, and shall not limited or otherwise affect the meaning hereof. The Trustee shall promptly provide notice to each Rating Agency with respect to each of the following of which a Responsible Officer of the Trustee has actual knowledge:

1.Any material change or amendment to this Agreement or the Servicing Agreements;

2.The occurrence of any Event of Default that has not been cured;

3.The resignation or termination of the Master Servicer, the Trustee or the Securities Administrator;

4.The repurchase or substitution of Mortgage Loans;

5.The final payment to Certificateholders; and

6.Any change in the location of the Distribution Account.

IN WITNESS WHEREOF, the Depositor, the Trustee, the Master Servicer and the Securities Administrator have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written.

STRUCTURED ASSET MORTGAGE INVESTMENTS II INC., as Depositor
By:	/s/ Baron Silverstein
	Name: Baron Silverstein
	Title: Vice President
U.S. BANK NATIONAL ASSOCIATION, as Trustee
By:	/s/ Karen R. Beard
	Name: Karen R. Beard
	Title: Vice President
WELLS FARGO BANK, N.A., as Master Servicer
By:	/s/ Stacey M. Taylor
	Name: Stacey M. Taylor
	Title: Vice President
WELLS FARGO BANK, N.A., as Securities Administrator
By:	/s/ Stacey M. Taylor
	Name: Stacey M. Taylor
	Title: Vice President

EMC MORTGAGE CORPORATION
By:	/s/ David Hamilton
	Name: David Hamilton
	Title: Executive Vice President

Accepted and Agreed as to

Sections 2.01, 2.02, 2.03, 2.04 and 9.09(c)

in its capacity as Seller

EMC MORTGAGE CORPORATION
By:	/s/ Sue Stepanek
	Name: Sue Stepanek
	Title: Executive Vice President

STATE OF NEW YORK )

) ss.:

COUNTY OF NEW YORK )

On the ___ day of May, 2006 before me, a notary public in and for said State, personally appeared Baron Silverstein, known to me to be a Vice President of Structured Asset Mortgage Investments II Inc., the 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]

STATE OF MASSACHUSETTS )

) ss.:

COUNTY OF SUFFOLK )

On the ___ day of May, 2006 before me, a notary public in and for said State, personally appeared Vaneta I. Bernard, known to me to be a Vice President of U.S. Bank National Association, the entity that executed the within instrument, and also known to me to be the person who executed it on behalf of said entity, and acknowledged to me that such entity 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 MARYLAND )

) ss.:

COUNTY OFHOWARD )

On the ____ day of May, 2006 before me, a notary public in and for said State, personally appeared Stacey Taylor, known to me to be an Vice President of Wells Fargo Bank, N.A., the entity that executed the within instrument, and also known to me to be the person who executed it on behalf of said entity, and acknowledged to me that such entity 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 MARYLAND )

) ss.:

COUNTY OFHOWARD )

On the ___ day of May, 2006 before me, a notary public in and for said State, personally appeared _____________________, known to me to be a(n) _____________________of Wells Fargo Bank, N.A., the entity that executed the within instrument, and also known to me to be the person who executed it on behalf of said entity, and acknowledged to me that such entity 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 TEXAS )

) ss.:

COUNTY OF DALLAS )

On the ___ day of May, 2006 before me, a notary public in and for said State, personally appeared Dana Dillard, known to me to be a Senior Vice President of EMC Mortgage Corporation, the 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]

STATE OF TEXAS )

) ss.:

COUNTY OF DALLAS )

On the ___ day of May, 2006 before me, a notary public in and for said State, personally appeared Dana Dillard, known to me to be a Senior Vice President of EMC Mortgage Corporation, the 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]

EXHIBIT A-1

FORM OF CLASS [-A-] [X-] 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 (THE “CODE”).

[FOR THE CLASS -A-] [THE CURRENT PRINCIPAL AMOUNT OF THIS CERTIFICATE WILL BE DECREASED BY THE PRINCIPAL PAYMENTS HEREON AND REALIZED LOSSES ALLOCABLE HERETO. ACCORDINGLY, FOLLOWING THE INITIAL ISSUANCE OF THE CERTIFICATES, THE CURRENT PRINCIPAL AMOUNT OF THIS CERTIFICATE WILL BE DIFFERENT FROM THE DENOMINATION SHOWN BELOW. ANYONE ACQUIRING THIS CERTIFICATE MAY ASCERTAIN ITS CURRENT PRINCIPAL AMOUNT BY INQUIRY OF THE SECURITIES ADMINISTRATOR NAMED HEREIN.]

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE SECURITIES ADMINISTRATOR OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED WILL BE REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT WILL BE MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

Certificate No. 1	[Variable] Pass-Through Rate
Class [_]-[_-[A]-_] [X-] Senior
Date of Pooling and Servicing Agreement and Cut-off Date: May 1, 2006	Aggregate Initial [Current Principal] [Notional] Amount of this Senior Certificate as of the Cut-off Date: $[_____________]
First Distribution Date: June 26, 2006	Initial [Current Principal] [Notional] Amount of this Senior Certificate as of the Cut-off Date: $[_____________]
Master Servicer: Wells Fargo Bank, N.A.	CUSIP: [____________]
Assumed Final Distribution Date: July 25, 2036

BEAR STEARNS ARM TRUST 2006-2

MORTGAGE PASS-THROUGH CERTIFICATE

SERIES 2006-2

evidencing a fractional undivided interest in the distributions allocable to the Class [_]-[_-[A]-_] Certificates with respect to a Trust Fund consisting primarily of a pool of adjustable rate mortgage loans secured by first liens on one-to-four family residential properties sold by STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.

This Certificate is payable solely from the assets of the Trust Fund, and does not represent an obligation of or interest in Structured Asset Mortgage Investments II Inc., the Master Servicer, the Securities Administrator or the Trustee referred to below or any of their affiliates or any other person. Neither this Certificate nor the underlying Mortgage Loans are guaranteed or insured by any governmental entity or by Structured Asset Mortgage Investments II Inc., the Master Servicer, Securities Administrator or the Trustee or any of their affiliates or any other person. None of Structured Asset Mortgage Investments II Inc., 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 Cede & Co. is the registered owner of the Fractional Undivided Interest evidenced hereby in the beneficial ownership interest of Certificates of the same Class as this Certificate in a trust (the “Trust Fund”) primarily consisting of adjustable rate mortgage loans secured by first liens on one- to four- family residential properties (collectively, the “Mortgage Loans”) sold by Structured Asset Mortgage Investments II Inc. (“SAMI II”). The Mortgage Loans were sold by EMC Mortgage Corporation (“EMC”) to SAMI II. Wells Fargo Bank, N.A. (“Wells Fargo”) will act as master servicer and as securities administrator of the Mortgage Loans (the “Master Servicer” and the “Securities Administrator”, which terms include any successors thereto under the Agreement referred to below). The Trust Fund was created pursuant to the Pooling and Servicing Agreement dated as of the Cut-off Date specified above (the “Agreement”), among SAMI II, as depositor (the “Depositor”), Wells Fargo, as Master Servicer and securities administrator (in such capacity, the “Securities Administrator”), EMC as seller and U.S. Bank National Association as trustee (the “Trustee”), a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, capitalized terms used herein shall have the meaning ascribed to them 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 its acceptance hereof assents and by which such Holder is bound.

Interest on this Certificate will accrue during the month prior to the month in which a Distribution Date (as hereinafter defined) occurs on the [Current Principal] [Notional] Amount hereof at a per annum rate equal to the Pass-Through Rate as described in the Agreement. The Securities Administrator will distribute on the 25th day of each month, or, if such 25th day is not a Business Day, the immediately following Business Day (each, a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the calendar month preceding the month of such Distribution Date, an amount equal to the product of the Fractional Undivided Interest evidenced by this Certificate and the amount (of interest [and principal], if any) required to be distributed to the Holders of Certificates of the same Class as this Certificate. The Assumed Final Distribution Date is the Distribution Date in the month immediately following the month of the latest scheduled maturity date of any Mortgage Loan and is not likely to be the date on which the [Current Principal] [Notional] Amount of this Class of Certificates will be reduced to zero.

Distributions on this Certificate will be made by the Paying Agent by check mailed to the address of the Person entitled thereto as such name and address shall appear on the Certificate Register or, if such Person so requests by notifying the Securities Administrator in writing as specified in the Agreement by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Paying Agent of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Securities Administrator for that purpose and designated in such notice. The Initial [Current Principal] Notional] Amount of this Certificate is set forth above. [The Current Principal Amount hereof will be reduced to the extent of distributions allocable to principal hereon and any Realized Losses allocable hereto.]

This Certificate is one of a duly authorized issue of Certificates designated as set forth on the face hereof (the “Certificates”), issued in twenty Classes. The Certificates, in the aggregate, evidence the entire beneficial ownership interest in the Trust Fund formed pursuant to the Agreement.

The Certificateholder, by its acceptance of this Certificate, agrees that it will look solely to the Trust Fund for payment hereunder and that the Trustee is not liable to the Certificateholders for any amount payable under this Certificate or the Agreement or, except as expressly provided in the Agreement, subject to any liability under the Agreement.

This Certificate does not purport to summarize the Agreement and reference is made to the Agreement for the interests, rights and limitations of rights, benefits, obligations and duties evidenced hereby, and the rights, duties and immunities of the Trustee.

The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Master Servicer, the Securities Administrator and the Trustee and the rights of the Certificateholders under the Agreement from time to time by the parties thereto with the consent of the Holders of Certificates, evidencing Fractional Undivided Interests aggregating not less than 51% of the Trust Fund (or in certain cases, Holders of Certificates of affected Classes evidencing such percentage of the Fractional Undivided Interests thereof). 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 lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.

As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable with the Certificate Registrar upon surrender of this Certificate for registration of transfer at the offices or agencies maintained by the Securities Administrator for such purposes, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Securities Administrator duly executed by the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates in authorized denominations representing a like aggregate Fractional Undivided Interest will be issued to the designated transferee.

The Certificates are issuable only as registered Certificates without coupons in the Classes and denominations specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for one or more new Certificates evidencing the same Class and in the same aggregate Fractional Undivided Interest, as requested by the Holder surrendering the same.

No service charge will be made to the Certificateholders for any such registration of transfer, but the Securities Administrator 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 Securities Administrator, the Trustee and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Master Servicer, the Securities Administrator, the Trustee or any such agent shall be affected by notice to the contrary.

The obligations created by the Agreement and the Trust Fund created thereby (other than the obligations to make payments to Certificateholders with respect to the termination of the Agreement) shall terminate upon the earlier of (i) the later of the (A) final payment or other liquidation (or Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund and (B) disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan and the remittance of all funds due under the Agreement, or (ii) the optional repurchase by the party named in the Agreement of all the Mortgage Loans and other assets of the Trust Fund in accordance with the terms of the Agreement. Such optional repurchase may be made only on or after the Distribution Date on which the aggregate unpaid principal balance of the Mortgage Loans is less than the percentage of the aggregate Outstanding Principal Balance specified in the Agreement of the Mortgage Loans at the Cut-off Date. The exercise of such right will effect the early retirement of the Certificates. In no event, however, will the Trust Fund created by the Agreement continue beyond the expiration of 21 years after the death of certain persons identified in the Agreement.

Unless this Certificate has been countersigned by an authorized signatory of the Securities Administrator by manual signature, this Certificate shall not be entitled to any benefit under the Agreement, or be valid for any purpose.

IN WITNESS WHEREOF, the Securities Administrator has caused this Certificate to be duly executed.

Dated: May 31, 2006	WELLS FARGO BANK, N.A. Not in its individual capacity but solely as Securities Administrator
	By:
		Authorized Signatory

CERTIFICATE OF AUTHENTICATION

This is one of the Class [_]-[_-[A]-_] [X-] Certificates referred to in the within-mentioned Agreement.

WELLS FARGO BANK, N.A. Authorized signatory of Wells Fargo Bank N.A., not in its individual capacity but solely as Securities Administrator
By:
	Authorized Signatory

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 Fractional Undivided 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
assignee named above, or
its agent.

EXHIBIT A-2

FORM OF CLASS B CERTIFICATE

THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE SENIOR CERTIFICATES, [AND] [THE CLASS [_-B-_] CERTIFICATES][,] [AND] [THE CLASS [_-B-_] CERTIFICATES][,] [AND] [THE CLASS [_-B-_] CERTIFICATES][,] [AND] [THE CLASS [_B-[_] CERTIFICATES][,] [AND] [THE CLASS [_-B-_] 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”).

THE CURRENT PRINCIPAL AMOUNT OF THIS CERTIFICATE WILL BE DECREASED BY THE PRINCIPAL PAYMENTS HEREON AND ANY REALIZED LOSSES ALLOCABLE HERETO. ACCORDINGLY, FOLLOWING THE INITIAL ISSUANCE OF THE CERTIFICATES, THE CURRENT PRINCIPAL AMOUNT OF THIS CERTIFICATE WILL BE DIFFERENT FROM THE DENOMINATION SHOWN BELOW. ANYONE ACQUIRING THIS CERTIFICATE MAY ASCERTAIN ITS CURRENT PRINCIPAL AMOUNT BY INQUIRY OF THE SECURITIES ADMINISTRATOR NAMED HEREIN.

[FOR CLASS B-1, CLASS B-2 AND CLASS B-3] [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE SECURITIES ADMINISTRATOR OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, ANY CERTIFICATE ISSUED WILL BE REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT WILL BE MADE TO CEDE & CO. ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]

[FOR CLASS B-1, CLASS B-2 AND CLASS B-3] [EACH BENEFICIAL OWNER OF THIS CERTIFICATE OR ANY INTEREST HEREIN SHALL BE DEEMED TO HAVE REPRESENTED, BY VIRTUE OF ITS ACQUISITION OR HOLDING OF THIS CERTIFICATE OR INTEREST HEREIN, THAT EITHER (I) IT IS NOT AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (“PLAN”), OR INVESTING WITH ASSETS OF A PLAN OR (II) IT HAS ACQUIRED AND IS HOLDING SUCH CERTIFICATE IN RELIANCE ON PROHIBITED TRANSACTION EXEMPTION 90-30, AS AMENDED FROM TIME TO TIME (“EXEMPTION”), AND THAT IT UNDERSTANDS THAT THERE ARE CERTAIN CONDITIONS TO THE AVAILABILITY OF THE EXEMPTION, INCLUDING THAT THE CERTIFICATE MUST BE RATED, AT THE TIME OF PURCHASE, NOT LOWER THAN “BBB-” (OR ITS EQUIVALENT) BY STANDARD & POOR’S, FITCH, INC. OR MOODY’S INVESTORS SERVICE, INC., AND THE CERTIFICATE IS SO RATED OR (III) (1) IT IS AN INSURANCE COMPANY, (2) THE SOURCE OF FUNDS USED TO ACQUIRE OR HOLD THE CERTIFICATE OR INTEREST HEREIN IS AN “INSURANCE COMPANY GENERAL ACCOUNT”, AS SUCH TERM IS DEFINED IN PROHIBITED TRANSACTION CLASS EXEMPTION (“PTCE”) 95-60, AND (3) THE CONDITIONS IN SECTIONS I AND III OF PTCE 95-60 HAVE BEEN SATISFIED.]

[FOR CLASS B-1, CLASS B-2 AND CLASS B-3] [THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES LAWS. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY IN COMPLIANCE WITH THE SECURITIES ACT AND OTHER APPLICABLE LAWS AND ONLY (1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”) TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A (A “QIB”), PURCHASING FOR ITS OWN ACCOUNT OR A QIB PURCHASING FOR THE ACCOUNT OF A QIB, WHOM THE HOLDER HAS INFORMED, IN EACH CASE, THAT THE REOFFER, RESALE, PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE) OR (3) IN CERTIFICATED FORM TO AN “INSTITUTIONAL ACCREDITED INVESTOR”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

[FOR CLASS B-1, CLASS B-2 AND CLASS B-3] [THIS CERTIFICATE MAY NOT BE ACQUIRED DIRECTLY OR INDIRECTLY BY, OR ON BEHALF OF, AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT WHICH IS SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UNLESS THE TRANSFEREE CERTIFIES OR REPRESENTS THAT THE PROPOSED TRANSFER AND HOLDING OF A CERTIFICATE AND THE SERVICING, MANAGEMENT AND OPERATION OF THE TRUST AND ITS ASSETS: (I) WILL NOT RESULT IN ANY PROHIBITED TRANSACTION WHICH IS NOT COVERED UNDER AN INDIVIDUAL OR CLASS PROHIBITED TRANSACTION EXEMPTION, INCLUDING, BUT NOT LIMITED TO, PROHIBITED TRANSACTION EXEMPTION (“PTE”) 84-14, PTE 91-38, PTE 90-1, PTE 95-60 OR PTE 96-23 AND (II) WILL NOT GIVE RISE TO ANY ADDITIONAL OBLIGATIONS ON THE PART OF THE DEPOSITOR, THE SECURITIES ADMINISTRATOR, THE CERTIFICATE REGISTRAR, THE MASTER SERVICER OR THE TRUSTEE, WHICH WILL BE DEEMED REPRESENTED BY AN OWNER OF A BOOK-ENTRY CERTIFICATE OR A GLOBAL CERTIFICATE OR UNLESS THE OPINION SPECIFIED IN SECTION 5.07 OF THE AGREEMENT IS PROVIDED.]

Certificate No. 1	Variable Pass-Through Rate
Class [_-B-_] Subordinate
Date of Pooling and Servicing Agreement and Cut-off Date: May 1, 2006	Aggregate Initial Current Principal Amount of this Subordinate Certificate as of the Cut-off Date: $[_________]
First Distribution Date: June 26, 2006	Initial Current Principal Amount of this Subordinate Certificate as of the Cut-off Date: $[_________]
Master Servicer: Wells Fargo Bank, N.A.	CUSIP: [____________]
Assumed Final Distribution Date: July 25, 2036

BEAR STEARNS ARM TRUST 2006-2

MORTGAGE PASS-THROUGH CERTIFICATE

SERIES 2006-2

evidencing a fractional undivided interest in the distributions allocable to the Class [_-B-_] Certificates with respect to a Trust Fund consisting primarily of a pool of adjustable rate mortgage loans secured by first liens on one-to-four family residential properties sold by STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.

This Certificate is payable solely from the assets of the Trust Fund, and does not represent an obligation of or interest in Structured Asset Mortgage Investments II Inc., the Master Servicer, the Securities Administrator or the Trustee referred to below or any of their affiliates or any other person. Neither this Certificate nor the underlying Mortgage Loans are guaranteed or insured by any governmental entity or by Structured Asset Mortgage Investments II Inc., the Master Servicer, the Securities Administrator or the Trustee or any of their affiliates or any other person. None of Structured Asset Mortgage Investments II Inc., 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 Fractional Undivided Interest evidenced hereby in the beneficial ownership interest of Certificates of the same Class as this Certificate in a trust (the “Trust Fund”) primarily consisting of adjustable rate mortgage loans secured by first liens on one- to four- family residential properties (collectively, the “Mortgage Loans”) sold by Structured Asset Mortgage Investments II Inc. (“SAMI II”). The Mortgage Loans were sold by EMC Mortgage Corporation (“EMC”) to SAMI II. Wells Fargo Bank, N.A. (“Wells Fargo”) will act as master servicer and securities administrator of the Mortgage Loans (the “Master Servicer” and the “Securities Administrator”, which terms include any successors thereto under the Agreement referred to below). The Trust Fund was created pursuant to the Pooling and Servicing Agreement dated as of the Cut-off Date specified above (the “Agreement”), among SAMI II as depositor (the “Depositor”), Wells Fargo as Master Servicer and securities administrator (in such capacity, the “Securities Administrator”), EMC as seller and U.S. Bank National Association as trustee (the “Trustee”), a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, capitalized terms used herein shall have the meaning ascribed to them 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 its acceptance hereof assents and by which such Holder is bound.

Interest on this Certificate will accrue during the month prior to the month in which a Distribution Date (as hereinafter defined) occurs on the Current Principal Amount hereof at a per annum rate equal to the Pass-Through Rate as described in the Agreement. The Securities Administrator will distribute on the 25th day of each month, or, if such 25th day is not a Business Day, the immediately following Business Day (each, a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the calendar month preceding the month of such Distribution Date, an amount equal to the product of the Fractional Undivided Interest evidenced by this Certificate and the amount (of interest and principal, if any) required to be distributed to the Holders of Certificates of the same Class as this Certificate. The Assumed Final Distribution Date is the Distribution Date in the month immediately following the month of the latest scheduled maturity date of any Mortgage Loan and is not likely to be the date on which the Current Principal Amount of this Class of Certificates will be reduced to zero.

Distributions on this Certificate will be made by the Paying Agent by check mailed to the address of the Person entitled thereto as such name and address shall appear on the Certificate Register or, if such Person so requests by notifying the Securities Administrator in writing as specified in the Agreement by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Paying Agent of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Securities Administrator for that purpose and designated in such notice. The Initial Current Principal Amount of this Certificate is set forth above. The Current Principal Amount hereof will be reduced to the extent of distributions allocable to principal hereon and any Realized Losses allocable hereto.

[For Class B-4, Class B-5 and Class B-6] [No transfer of this Class [_-B-_] Certificate will be made unless such transfer is (i) 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 and (ii) made in accordance with Section 5.02 of the Agreement. In the event that such transfer is to be made the Trustee shall register such transfer if, (i) made to a transferee who has provided the Trustee with evidence as to its QIB status; or (ii) (A) the transferor has advised the Trustee in writing that the Certificate is being transferred to an Institutional Accredited Investor and (B) prior to such transfer the transferee furnishes to the Trustee an Investment Letter; provided that if based upon an Opinion of Counsel to the effect that (A) and (B) above are not sufficient to confirm that such transfer is being made pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable laws, the Trustee shall as a condition of the registration of any such transfer require the transferor to furnish such other certifications, legal opinions or other information prior to registering the transfer of this Certificate as shall be set forth in such Opinion of Counsel.]

[For Class B-1, Class B-2 and Class B-3] [Each beneficial owner of this Certificate or any interest herein shall be deemed to have represented, by virtue of its acquisition or holding of this certificate or interest herein, that either (i) it is not a Plan or investing with assets of a Plan or (ii) it has acquired and is holding such certificate in reliance on Prohibited Transaction Exemption 90-30, as amended from time to time (“Exemption”), and that it understands that there are certain conditions to the availability of the Exemption, including that the certificate must be rated, at the time of purchase, not lower than “BBB-” (or its equivalent) by Standard & Poor’s, Fitch, Inc. or Moody’s Investors Service, Inc., and the certificate is so rated or (iii) (1) it is an insurance company, (2) the source of funds used to acquire or hold the certificate or interest therein is an “insurance company general account”, as such term is defined in Prohibited Transaction Class Exemption (“PTCE”) 95-60, and (3) the conditions in Sections I and III of PTCE 95-60 have been satisfied.]

[For Class B-3, Class B-4 and Class B-6] [This Certificate may not be acquired directly or indirectly by, or on behalf of, an employee benefit plan or other retirement arrangement which is subject to Title I of the Employee Retirement Income Security Act of 1974, as amended, or Section 4975 of the Internal Revenue Code of 1986, as amended, unless the transferee certifies or represents that the proposed transfer and holding of a Certificate and the servicing, management and operation of the trust and its assets: (i) will not result in any prohibited transaction which is not covered under an individual or class prohibited transaction exemption, including, but not limited to, Prohibited Transaction Exemption (“PTE”) 84-14, PTE 91-38, PTE 90-1, PTE 95-60 or PTE 96-23 and (ii) will not give rise to any additional obligations on the part of the Depositor, the Securities Administrator, the Master Servicer or the Trustee, which will be deemed represented by an owner of a Book-Entry Certificate or a Global Certificate or unless the opinion specified in section 5.07 of the Agreement is provided.]

This Certificate is one of a duly authorized issue of Certificates designated as set forth on the face hereof (the “Certificates”), issued intwentyClasses. The Certificates, in the aggregate, evidence the entire beneficial ownership interest in the Trust Fund formed pursuant to the Agreement.

The Certificateholder, by its acceptance of this Certificate, agrees that it will look solely to the Trust Fund for payment hereunder and that the Trustee is not liable to the Certificateholders for any amount payable under this Certificate or the Agreement or, except as expressly provided in the Agreement, subject to any liability under the Agreement.

This Certificate does not purport to summarize the Agreement and reference is made to the Agreement for the interests, rights and limitations of rights, benefits, obligations and duties evidenced hereby, and the rights, duties and immunities of the Trustee.

The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Master Servicer, the Securities Administrator and the Trustee and the rights of the Certificateholders under the Agreement from time to time by the parties thereto with the consent of the Holders of Certificates, evidencing Fractional Undivided Interests aggregating not less than 51% of the Trust Fund (or in certain cases, Holders of Certificates of affected Classes evidencing such percentage of the Fractional Undivided Interests thereof). 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 lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.

As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable with the Certificate Registrar upon surrender of this Certificate for registration of transfer at the offices or agencies maintained by the Securities Administrator for such purposes, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Securities Administrator duly executed by the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates in authorized denominations representing a like aggregate Fractional Undivided Interest will be issued to the designated transferee.

The Certificates are issuable only as registered Certificates without coupons in the Classes and denominations specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for one or more new Certificates evidencing the same Class and in the same aggregate Fractional Undivided Interest, as requested by the Holder surrendering the same.

No service charge will be made to the Certificateholders for any such registration of transfer, but the Securities Administrator 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 Securities Administrator, the Trustee and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Master Servicer, the Securities Administrator, the Trustee or any such agent shall be affected by notice to the contrary.

The obligations created by the Agreement and the Trust Fund created thereby (other than the obligations to make payments to Certificateholders with respect to the termination of the Agreement) shall terminate upon the earlier of (i) the later of the (A) final payment or other liquidation (or Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund and (B) disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan and the remittance of all funds due under the Agreement, or (ii) the optional repurchase by the party named in the Agreement of all the Mortgage Loans and other assets of the Trust Fund in accordance with the terms of the Agreement. Such optional repurchase may be made only on or after the Distribution Date on which the aggregate unpaid principal balance of the Mortgage Loans is less than the percentage of the aggregate Outstanding Principal Balance specified in the Agreement of the Mortgage Loans at the Cut-off Date. The exercise of such right will effect the early retirement of the Certificates. In no event, however, will the Trust Fund created by the Agreement continue beyond the expiration of 21 years after the death of certain persons identified in the Agreement.

Unless this Certificate has been countersigned by an authorized signatory of the Securities Administrator by manual signature, this Certificate shall not be entitled to any benefit under the Agreement, or be valid for any purpose.

IN WITNESS WHEREOF, the Securities Administrator has caused this Certificate to be duly executed.

Dated: May 31, 2006	WELLS FARGO BANK, N.A. Not in its individual capacity but solely as Securities Administrator
	By:
		Authorized Signatory

CERTIFICATE OF AUTHENTICATION

This is one of the Class [_-B-_] Certificates referred to in the within-mentioned Agreement.

WELLS FARGO BANK, N.A. Authorized signatory of Wells Fargo Bank, N.A., not in its individual capacity but solely as Securities Administrator
By:
	Authorized Signatory

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 Fractional Undivided 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
assignee named above, or
its agent.

EXHIBIT A-3

FORM OF CLASS R CERTIFICATE

THIS CERTIFICATE MAY NOT BE HELD BY OR TRANSFERRED TO A NON-UNITED STATES PERSON, A PUBLICLY TRADED PARTNERSHIP 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 MAY NOT BE ACQUIRED DIRECTLY OR INDIRECTLY BY, OR ON BEHALF OF, AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT WHICH IS SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UNLESS THE PROPOSED TRANSFEREE PROVIDES THE SECURITIES ADMINISTRATOR WITH AN OPINION OF COUNSEL FOR THE BENEFIT OF THE DEPOSITOR, THE TRUSTEE, THE MASTER SERVICER, THE CERTIFICATE REGISTRAR AND THE SECURITIES ADMINISTRATOR AND ON WHICH THEY MAY RELY (WHICH SHALL NOT BE AT THE EXPENSE OF THE TRUSTEE) WHICH IS ACCEPTABLE TO THE TRUSTEE, THAT THE PURCHASE OF THIS CERTIFICATE WILL NOT RESULT IN OR CONSTITUTE A NONEXEMPT PROHIBITED TRANSACTION, IS PERMISSIBLE UNDER APPLICABLE LAW AND WILL NOT GIVE RISE TO ANY ADDITIONAL OBLIGATIONS ON THE PART OF THE SELLER, THE MASTER SERVICER, ANY SERVICER, THE CERTIFICATE REGISTRAR, THE SECURITIES ADMINISTRATOR OR THE TRUSTEE.

ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY IF THE PROPOSED TRANSFEREE OBTAINS THE PRIOR WRITTEN CONSENT OF STRUCTURED ASSET MORTGAGE INVESTMENTS II INC. AND THE SECURITIES ADMINISTRATOR AND PROVIDES A TRANSFER AFFIDAVIT TO STRUCTURED ASSET MORTGAGE INVESTMENTS II INC., THE SECURITIES ADMINISTRATOR 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 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.

Certificate No. 1
Class R-[_]
Date of Pooling and Servicing Agreement and Cut-off Date: May 1, 2006	Aggregate Initial Current Principal Amount of this Certificate as of the Cut-off Date: $___________
First Distribution Date: June 26, 2006	Initial Current Principal Amount of this Certificate as of the Cut-off Date: $_________
Master Servicer: Wells Fargo Bank, N.A.	CUSIP: [_____________]
Assumed Final Distribution Date: July 25, 2036

BEAR STEARNS ARM TRUST 2006-2

MORTGAGE PASS-THROUGH CERTIFICATE

SERIES 2006-2

evidencing a fractional undivided interest in the distributions allocable to the Class R-[_] Certificates with respect to a Trust Fund consisting primarily of a pool of adjustable rate mortgage loans secured by first liens on one-to-four family residential properties sold by STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.

This Certificate is payable solely from the assets of the Trust Fund, and does not represent an obligation of or interest in Structured Asset Mortgage Investments II Inc., the Master Servicer or the Trustee referred to below or any of their affiliates or any other person. Neither this Certificate nor the underlying Mortgage Loans are guaranteed or insured by any governmental entity or by Structured Asset Mortgage Investments II Inc., the Master Servicer or the Trustee or any of their affiliates or any other person. None of Structured Asset Mortgage Investments II Inc., 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 Fractional Undivided Interest evidenced hereby in the beneficial ownership interest of Certificates of the same Class as this Certificate in a trust (the “Trust Fund”) primarily consisting of adjustable rate mortgage loans secured by first liens on one- to four- family residential properties (collectively, the “Mortgage Loans”) sold by Structured Asset Mortgage Investments II Inc. (“SAMI II”). The Mortgage Loans were sold by EMC Mortgage Corporation (“EMC”) to SAMI II. Wells Fargo Bank, N.A. (“Wells Fargo”) will act as master servicer and the securities administrator of the Mortgage Loans (the “Master Servicer” and the “Securities Administrator”, which terms include any successors thereto under the Agreement referred to below). The Trust Fund was created pursuant to the Pooling and Servicing Agreement dated as of the Cut-off Date specified above (the “Agreement”), among SAMI II as depositor (the “Depositor”), Wells Fargo as Master Servicer and securities administrator (in such capacity, the “Securities Administrator”), EMC as seller and U.S. Bank National Association as trustee (the “Trustee”), a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, capitalized terms used herein shall have the meaning ascribed to them 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 its acceptance hereof assents and by which such Holder is bound.

The Securities Administrator will distribute on the 25th day of each month, or, if such 25th day is not a Business Day, the immediately following Business Day (each, a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the calendar month preceding the month of such Distribution Date, an amount equal to the product of the Fractional Undivided Interest evidenced by this Certificate and the amount (of principal, if any) required to be distributed to the Holders of Certificates of the same Class as this Certificate. The Assumed Final Distribution Date is the Distribution Date in the month immediately following the month of the latest scheduled maturity date of any Mortgage Loan and is not likely to be the date on which the Current Principal Amount of this Class of Certificates will be reduced to zero.

Distributions on this Certificate will be made by the Paying Agent by check mailed to the address of the Person entitled thereto as such name and address shall appear on the Certificate Register or, if such Person so requests by notifying the Securities Administrator in writing as specified in the Agreement by wire transfer. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Paying Agent of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Securities Administrator for that purpose and designated in such notice. The Initial Current Principal Amount of this Certificate is set forth above. The Current Principal Amount hereof will be reduced to the extent of distributions allocable to principal hereon and any Realized Losses allocable hereto.

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 SAMI II, the Trustee and the Securities Administrator 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 Depositor 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 Depositor, which purchaser may be the Depositor, or any affiliate of the Depositor, on such terms and conditions as the Depositor may choose.

This certificate may not be acquired directly or indirectly by, or on behalf of, an employee benefit plan or other retirement arrangement which is subject to Title I of the Employee Retirement Income Security Act of 1974, as amended, or section 4975 of the Internal Revenue Code of 1986, as amended, unless the proposed transferee provides the Trustee with an opinion of counsel for the benefit of the Depositor, Master Servicer and the Securities Administrator and on which they may rely (which shall not be at the expense of the Trustee) which is acceptable to the Trustee, that the purchase of this Certificate will not result in or constitute a nonexempt prohibited transaction, is permissible under applicable law and will not give rise to any additional obligations on the part of the Seller, the Master Servicer, any Servicer, the Securities Administrator or the Trustee.

This Certificate is one of a duly authorized issue of Certificates designated as set forth on the face hereof (the “Certificates”), issued in twentyClasses. The Certificates, in the aggregate, evidence the entire beneficial ownership interest in the Trust Fund formed pursuant to the Agreement.

The Certificateholder, by its acceptance of this Certificate, agrees that it will look solely to the Trust Fund for payment hereunder and that the Trustee is not liable to the Certificateholders for any amount payable under this Certificate or the Agreement or, except as expressly provided in the Agreement, subject to any liability under the Agreement.

This Certificate does not purport to summarize the Agreement and reference is made to the Agreement for the interests, rights and limitations of rights, benefits, obligations and duties evidenced hereby, and the rights, duties and immunities of the Trustee.

The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Master Servicer, the Securities Administrator and the Trustee and the rights of the Certificateholders under the Agreement from time to time by the parties thereto with the consent of the Holders of Certificates, evidencing Fractional Undivided Interests aggregating not less than 51% of the Trust Fund (or in certain cases, Holders of Certificates of affected Classes evidencing such percentage of the Fractional Undivided Interests thereof). 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 lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.

As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable with the Certificate Registrar upon surrender of this Certificate for registration of transfer at the offices or agencies maintained by the Securities Administrator for such purposes, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Securities Administrator duly executed by the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates in authorized denominations representing a like aggregate Fractional Undivided Interest will be issued to the designated transferee.

The Certificates are issuable only as registered Certificates without coupons in the Classes and denominations specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for one or more new Certificates evidencing the same Class and in the same aggregate Fractional Undivided Interest, as requested by the Holder surrendering the same.

No service charge will be made to the Certificateholders for any such registration of transfer, but the Securities Administrator 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 Securities Administrator, the Trustee and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Master Servicer, the Securities Administrator, the Trustee or any such agent shall be affected by notice to the contrary.

The obligations created by the Agreement and the Trust Fund created thereby (other than the obligations to make payments to Certificateholders with respect to the termination of the Agreement) shall terminate upon the earlier of (i) the later of the (A) final payment or other liquidation (or Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund and (B) disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan and the remittance of all funds due under the Agreement, or (ii) the optional repurchase by the party named in the Agreement of all the Mortgage Loans and other assets of the Trust Fund in accordance with the terms of the Agreement. Such optional repurchase may be made only on or after the Distribution Date on which the aggregate unpaid principal balance of the Mortgage Loans is less than the percentage of the aggregate Outstanding Principal Balance specified in the Agreement of the Mortgage Loans at the Cut-off Date. The exercise of such right will effect the early retirement of the Certificates. In no event, however, will the Trust Fund created by the Agreement continue beyond the expiration of 21 years after the death of certain persons identified in the Agreement.

Unless this Certificate has been countersigned by an authorized signatory of the Securities Administrator by manual signature, this Certificate shall not be entitled to any benefit under the Agreement, or be valid for any purpose.

IN WITNESS WHEREOF, the Securities Administrator has caused this Certificate to be duly executed.

Dated: May 31, 2006	WELLS FARGO BANK, N.A. Not in its individual capacity but solely as Securities Administrator
	By:
		Authorized Signatory

CERTIFICATE OF AUTHENTICATION

This is one of the Class R-[_] Certificates referred to in the within-mentioned Agreement.

WELLS FARGO BANK, N.A. Authorized signatory of Wells Fargo Bank, N.A., not in its individual capacity but solely as Securities Administrator
By:
	Authorized Signatory

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 Fractional Undivided 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
assignee named above, or
its agent.

EXHIBIT B

MORTGAGE LOAN SCHEDULE

            LOAN_SEQ                           CURRENT_BALANCE                 PAYMENT                                   STATED_ORIGINAL_TERM                          STATED_REM_TERM                          CURRENT_NET_COUPON           LPMI
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
           16046700                                  223500                    1210.63                                            360                                      357                                        6.125                    0
           16046701                                  130400                     692.75                                            360                                      357                                        6.125                    0
           16046702                                  525000                    2789.06                                            360                                      357                                        6.125                    0
           16046703                               199370.54                    1167.15                                            360                                      357                                          5.5                    0
           16046704                                  528000                       2640                                            360                                      356                                         5.75                    0
           16046705                                  161836                     792.32                                            360                                      356                                          5.5                    0
           16046706                                  449000                    2385.31                                            360                                      357                                        6.125                    0
           16046707                                  905000                    4430.73                                            360                                      357                                        5.625                    0
           16046708                                  635999                    3312.49                                            360                                      357                                            6                    0
           16046709                                  314121                    1537.88                                            360                                      357                                        5.625                    0
           16046710                                  174400                        872                                            360                                      357                                         5.75                    0
           16046712                                  195300                      976.5                                            360                                      357                                         5.75                    0
           16046713                                  487500                    2640.63                                            360                                      357                                         6.25                    0
           16046714                                  505000                    2682.81                                            360                                      356                                        6.125                    0
           16046715                               473956.25                    2468.52                                            360                                      357                                            6                    0
           16046482                               700495.53                     2991.7                                            360                                      352                                        4.875                    0
           16046498                               787771.54                     3856.8                                            360                                      355                                        5.625                    0
           16046505                                  344000                    1576.67                                            360                                      350                                         5.25                    0
           16046511                                  785000                       3925                                            360                                      356                                         5.75                    0
           16046514                               876943.65                    5707.67                                            360                                      356                                          6.5                    0
           16046521                                 1409600                     7488.5                                            360                                      355                                        6.125                    0
           16046541                                  447200                    2282.58                                            360                                      356                                        5.875                    0
           16046546                                  525000                    2898.44                                            360                                      356                                        6.375                    0
           16046550                                  570000                    3146.87                                            360                                      356                                        6.375                    0
           16046562                                  340016                    1664.66                                            360                                      355                                        5.625                    0
           16046570                                  260000                    1354.17                                            360                                      356                                            6                    0
           16046579                                  512000                    2613.33                                            360                                      356                                         5.75                    0
           16046587                                  856000                    4190.83                                            360                                      356                                        5.625                    0
           16046597                               201102.79                    1242.98                                            360                                      356                                            6                    0
           16046606                                  475000                    2325.52                                            360                                      356                                        5.625                    0
           16046615                                422584.7                    2070.71                                            360                                      356                                        5.625                    0
           16046618                                  669958                    3489.42                                            360                                      356                                        5.875                    0
           16046644                                  434000                    2305.63                                            360                                      356                                        6.125                    0
           16046645                               715874.29                    4196.54                                            360                                      356                                          5.5                    0
           16046646                               499389.21                    2653.09                                            360                                      352                                            6                    0
           16046648                               430213.86                       1927                                            360                                      354                                        5.125                    0
           16046649                                  559697                    2332.53                                            360                                      351                                         4.75                    0
           16046651                                  696400                    3917.25                                            360                                      357                                        6.375                    0
           16046655                                  562500                    2988.28                                            360                                      356                                        6.125                    0
           16046663                                 1304000                    6384.17                                            360                                      356                                        5.625                    0
           16046673                                  245600                    1125.67                                            360                                      348                                        5.125                    0
           16046675                                 2800000                   15166.67                                            360                                      356                                         6.25                    0
           16046682                                  350000                    1531.25                                            360                                      349                                            5                    0
           16046693                                  508000                    2645.83                                            360                                      356                                            6                    0
           16046698                              1697402.62                    7602.95                                            360                                      356                                        5.125                    0
           16046711                                  660000                       3025                                            360                                      352                                         5.25                    0
           16046720                                  480000                       2450                                            360                                      356                                        5.875                    0
           16046729                                  323595                    1550.56                                            360                                      345                                          5.5                    0
           16046730                               559893.19                    2741.25                                            360                                      355                                        5.625                    0
           16046738                                  486000                    2075.62                                            360                                      344                                        4.875                    0
           16046747                               439999.79                    2154.17                                            360                                      356                                        5.625                    0
           16046763                                  438750                    2285.16                                            360                                      356                                            6                    0
           16046766                                  290500                    1513.02                                            360                                      351                                            6                    0
           16046767                                  525000                    2570.31                                            360                                      352                                        5.625                    0
           16046768                               295750.69                    1733.22                                            360                                      356                                          5.5                    0
           16046770                               258853.78                    1476.26                                            360                                      356                                         5.25                    0
           16046771                              1349201.97                     7729.8                                            360                                      355                                          6.5                    0
           16046773                                  206000                     944.17                                            360                                      350                                        5.125                    0
           16046779                                  275000                    1117.19                                            360                                      349                                        4.625                    0
           16046782                               549841.77                    2981.12                                            360                                      356                                         6.25                    0
           16046807                                  675924                    3802.07                                            360                                      355                                          6.5                    0
           16046815                                 1000000                     5312.5                                            360                                      356                                        6.125                    0
           16046821                               143951.51                     779.83                                            360                                      356                                         6.25                    0
           16046826                               334960.58                    1642.36                                            360                                      355                                        5.625                    0
           16046739                                  500000                    2447.92                                            360                                      357                                        5.625                    0
           16046740                                 1430000                    7596.88                                            360                                      357                                        6.125                    0
           16046741                                  432000                       2295                                            360                                      356                                        6.125                    0
           16046742                               483746.71                    2368.34                                            360                                      357                                        5.625                    0
           16046743                                  351970                       1870                                            360                                      357                                        6.125                    0
           16046744                               143557.38                     851.82                                            360                                      357                                        5.625                    0
           16046746                               207998.12                    1039.99                                            360                                      356                                         5.75                    0
           16046748                               970600.42                    5459.72                                            360                                      356                                        5.125                    0
           16046750                                  493100                    2362.77                                            360                                      356                                          5.5                    0
           16046751                                  220000                       1100                                            360                                      357                                         5.75                    0
           16046752                                  488000                       2440                                            360                                      356                                         5.75                    0
           16046753                                  496000                       2635                                            360                                      357                                        6.125                    0
           16046754                                  687629                    3509.77                                            360                                      356                                        5.875                    0
           16046755                                  450000                    2343.75                                            360                                      356                                            6                    0
           16046756                               225467.89                    1541.72                                            360                                      357                                            7                    0
           16046759                               211421.91                    1339.99                                            360                                      357                                         6.25                    0
           16046760                               717624.88                    4088.09                                            360                                      357                                         5.25                    0
           16046761                                  201400                    1153.85                                            360                                      357                                        6.625                    0
           16046762                                  109200                     523.25                                            360                                      357                                          5.5                    0
           16046764                               461954.46                    2634.55                                            360                                      356                                         5.25                    0
           16046765                                  259960                    1272.72                                            360                                      357                                        5.625                    0
           16046769                               647796.83                    4270.04                                            360                                      356                                        6.625                    0
           16046772                                  578694                       2894                                            360                                      357                                         5.75                    0
           16046774                                  520000                    2708.33                                            360                                      356                                            6                    0
           16046775                                  250000                    1406.25                                            360                                      357                                          6.5                    0
           16046776                                  550000                    2921.88                                            360                                      357                                            6                    0
           16046777                                  407550                    2250.02                                            360                                      357                                        6.375                    0
           16046778                               599599.87                    3122.92                                            360                                      357                                            6                    0
           16046780                                  417000                    2345.63                                            360                                      357                                        6.375                    0
           16046781                               396683.56                    2647.91                                            360                                      356                                         6.75                    0
           16046784                                  616800                     3212.5                                            360                                      357                                        5.875                    0
           16046785                                  565000                    3060.42                                            360                                      356                                         6.25                    0
           16046786                                 1840000                      10925                                            360                                      357                                         6.75                    0
           16046787                                  999000                    5099.06                                            360                                      357                                         5.75                    0
           16046788                                  104000                     563.33                                            360                                      357                                         6.25                    0
           16046789                                 1000000                    4895.83                                            360                                      356                                          5.5                    0
           16046790                                56687.18                     373.67                                            360                                      356                                        6.625                    0
           16046791                                  364000                       1820                                            360                                      357                                         5.75                    0
           16046792                               359999.76                       1650                                            360                                      357                                         5.25                    0
           16046793                                  725000                    3549.48                                            360                                      357                                        5.625                    0
           16046794                                  140000                      787.5                                            360                                      357                                          6.5                    0
           16046796                               609721.59                    3239.15                                            360                                      356                                        6.125                    0
           16046797                                  479600                    2497.92                                            360                                      357                                            6                    0
           16046798                               554439.52                    2829.95                                            360                                      356                                        5.875                    0
           16046799                                  163000                        815                                            360                                      357                                         5.75                    0
           16046800                                  650000                    3656.25                                            360                                      357                                          6.5                    0
           16046801                               997338.52                    6403.11                                            360                                      357                                        6.375                    0
           16046802                                  524600                    2568.35                                            360                                      357                                        5.625                    0
           16046803                               176141.54                    1087.65                                            360                                      357                                            6                    0
           16046804                                  368200                       1841                                            360                                      357                                         5.75                    0
           16046805                               121158.03                     694.31                                            360                                      357                                        6.625                    0
           16046806                               227565.12                    1161.53                                            360                                      357                                        5.875                    0
           16046808                               126780.39                     722.23                                            360                                      357                                        5.125                    0
           16046809                                  234000                    1145.62                                            360                                      357                                        5.625                    0
           16046810                               683832.56                    3347.93                                            360                                      356                                        5.625                    0
           16046811                               467885.96                    2144.96                                            360                                      357                                         5.25                    0
           16046812                                   84800                     432.83                                            360                                      357                                        5.875                    0
           16046813                                  178800                      819.5                                            360                                      357                                         5.25                    0
           16046814                                  700000                    3718.75                                            360                                      356                                        6.125                    0
           16046817                                  299920                    1562.08                                            360                                      357                                            6                    0
           16046818                                  489600                       2652                                            360                                      357                                         6.25                    0
           16046819                               181937.64                    1198.24                                            360                                      357                                        6.625                    0
           16046820                               238323.54                    2985.94                                            360                                      357                                        5.875                    0
           16046822                                  490000                    2807.29                                            360                                      357                                        6.625                    0
           16046823                                  265000                    1380.21                                            360                                      356                                            6                    0
           16046824                               598283.15                    3694.31                                            360                                      357                                            6                    0
           16046825                               348813.65                    2299.26                                            360                                      356                                        6.625                    0
           16046827                                  358376                    1754.55                                            360                                      356                                        5.625                    0
           16046716                                151487.4                     899.14                                            360                                      357                                        5.625                    0
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           16020419                               409133.33                    2275.08                                            360                                      354                                            5                    0
           16020619                                  456000                     1947.5                                            360                                      351                                        4.875                    0
           16020700                               845082.21                    4693.74                                            360                                      355                                            5                    0
           16020753                               332961.35                    1888.54                                            360                                      338                                            5                    0
           16020805                                  402775                    1762.14                                            360                                      354                                            5                    0
           16020911                                  520604                    1843.81                                            360                                      353                                            4                    0
           16166788                                  578700                     2893.5                                            360                                      359                                         5.75                    0
           16166791                                  708000                       3835                                            360                                      359                                         6.25                    0
           16166795                                  572000                    3157.92                                            360                                      359                                        6.375                    0
           16166796                                  458764                    2487.68                                            360                                      359                                         6.25                    0
           16166748                                  472000                     2507.5                                            360                                      359                                        6.125                    0
           16166762                                  460000                    2539.58                                            360                                      359                                        6.375                    0
           16166772                                  526600                    2578.15                                            360                                      359                                        5.625                    0
           16166776                                  460000                    2395.83                                            360                                      359                                            6                    0
           16166781                               441459.23                     2207.3                                            360                                      354                                         5.75                    0
           16166782                                  424180                     2120.9                                            360                                      359                                         5.75                    0
           16166787                                  515000                    2843.23                                            360                                      359                                        6.375                    0
           16166737                                  667500                     3337.5                                            360                                      359                                         5.75                    0
           16166621                                  650000                    2979.17                                            360                                      359                                         5.25                    0
           16166639                                  920000                    5270.83                                            360                                      359                                        6.625                    0
           16166641                                  453500                    2456.46                                            360                                      359                                         6.25                    0
           16166645                                 1170000                    6215.63                                            360                                      359                                        6.125                    0
           16166660                                  624000                       3315                                            360                                      359                                        6.125                    0
           16166664                                  657000                    3490.31                                            360                                      359                                        6.125                    0
           16166666                                  430500                    2287.03                                            360                                      359                                        6.125                    0
           16166669                                  525292                     2735.9                                            360                                      359                                            6                    0
           16166670                                  904000                    4990.83                                            360                                      359                                        6.375                    0
           16166672                                  503888                    2676.91                                            360                                      359                                        6.125                    0
           16166679                                  431300                    2201.43                                            360                                      359                                        5.875                    0
           16166682                                  641150                    3072.18                                            360                                      359                                          5.5                    0
           16166683                                  650000                       3250                                            360                                      359                                         5.75                    0
           16166686                               524513.74                    3275.32                                            360                                      359                                        6.125                    0
           16166689                                  510000                    2443.75                                            360                                      359                                          5.5                    0
           16166695                                  624000                       3510                                            360                                      359                                          6.5                    0
           16166698                                  591200                    3202.33                                            360                                      359                                         6.25                    0
           16166702                                  485456                    2629.55                                            360                                      359                                         6.25                    0
           16166711                                449541.2                    2661.92                                            360                                      359                                        5.625                    0
           16166716                                  608800                    3297.67                                            360                                      359                                         6.25                    0
           16166725                                  922000                       4610                                            360                                      359                                         5.75                    0
           16166729                               424596.74                     2616.8                                            360                                      359                                            6                    0
           16166616                                  430000                    2239.58                                            360                                      359                                            6                    0
           16166593                                  651500                    3053.91                                            360                                      359                                        5.375                    0
           16166595                                  470462                    2352.31                                            360                                      359                                         5.75                    0
           16166610                                  480000                       2700                                            360                                      359                                          6.5                    0
           16166613                                  632000                    3028.33                                            360                                      359                                          5.5                    0
           16166614                                  780000                    4143.75                                            360                                      359                                        6.125                    0
           16166577                                  572000                    3098.33                                            360                                      359                                         6.25                    0
           16166579                                  420000                    2231.25                                            360                                      359                                        6.125                    0
           16166580                               588427.52                    3578.83                                            360                                      359                                        5.875                    0
           16166454                                  621000                    3234.38                                            360                                      359                                            6                    0
           16166458                                  430000                    2418.75                                            360                                      359                                          6.5                    0
           16166459                               434477.33                    2335.17                                            360                                      359                                         4.75                    0
           16166460                                  465500                    2472.97                                            360                                      359                                        6.125                    0
           16166467                               599457.59                    3792.41                                            360                                      359                                         6.25                    0
           16166469                                  801670                    4342.38                                            360                                      359                                         6.25                    0
           16166470                               519469.83                       3076                                            360                                      359                                        5.625                    0
           16166474                                  662400                       3381                                            360                                      359                                        5.875                    0
           16166477                                  528500                    3027.86                                            360                                      359                                        6.625                    0
           16166488                                  537016                    2461.32                                            360                                      359                                         5.25                    0
           16166494                                  432000                       2205                                            360                                      359                                        5.875                    0
           16166515                                  512000                       2560                                            360                                      359                                         5.75                    0
           16166518                                  692000                    3676.25                                            360                                      359                                        6.125                    0
           16166519                                  555000                       2775                                            360                                      359                                         5.75                    0
           16166521                                  432000                       2250                                            360                                      359                                            6                    0
           16166522                                  530400                       2652                                            360                                      359                                         5.75                    0
           16166523                                  566208                    3007.98                                            360                                      359                                        6.125                    0
           16166524                                  450400                    2439.67                                            360                                      359                                         6.25                    0
           16166526                                  608000                    3166.67                                            360                                      359                                            6                    0
           16166533                                  780000                       4225                                            360                                      359                                         6.25                    0
           16166539                                  536156                    3015.88                                            360                                      359                                          6.5                    0
           16166540                                  640900                    3338.54                                            360                                      359                                            6                    0
           16166544                                  520000                    2654.17                                            360                                      359                                        5.875                    0
           16166545                                  602000                    3198.13                                            360                                      359                                        6.125                    0
           16166550                                  576000                       2820                                            360                                      359                                        5.625                    0
           16166560                               494495.33                    2928.11                                            360                                      359                                        5.625                    0
           16166417                                 1000000                    4479.17                                            360                                      359                                        5.125                    0
           16166419                                  506400                    2479.25                                            360                                      359                                        5.625                    0
           16166421                                  525000                    2734.38                                            360                                      359                                            6                    0
           16166425                                  448000                    2193.33                                            360                                      359                                        5.625                    0
           16166426                                  840000                       3850                                            360                                      359                                         5.25                    0
           16166428                                  437038                    2185.19                                            360                                      359                                         5.75                    0
           16166435                                  520000                     2762.5                                            360                                      359                                        6.125                    0
           16166436                               999117.72                    6403.11                                            360                                      359                                        6.375                    0
           16166443                               581420.62                    3489.38                                            360                                      359                                         5.75                    0
           16166449                                  437905                     2417.6                                            360                                      359                                        6.375                    0
           16166319                                  440000                    2245.83                                            360                                      359                                        5.875                    0
           16166321                                  649000                    3317.71                                            360                                      359                                        5.875                    0
           16166323                               452475.91                    2450.91                                            360                                      359                                         6.25                    0
           16166327                                  560000                       2625                                            360                                      359                                        5.375                    0
           16166328                                  744000                       4030                                            360                                      359                                         6.25                    0
           16166336                                  525000                    2406.25                                            360                                      359                                         5.25                    0
           16166340                                  452000                    2401.25                                            360                                      359                                        6.125                    0
           16166344                                  800500                    3919.11                                            360                                      359                                        5.625                    0
           16166349                                  663750                    3457.03                                            360                                      359                                            6                    0
           16166353                                  438439                    2009.51                                            360                                      359                                         5.25                    0
           16166359                                  481600                       2408                                            360                                      359                                         5.75                    0
           16166364                                  607600                    3291.17                                            360                                      359                                         6.25                    0
           16166377                                  650000                    3656.25                                            360                                      359                                          6.5                    0
           16166378                                  520000                    2654.17                                            360                                      359                                        5.875                    0
           16166379                                  492000                       2665                                            360                                      359                                         6.25                    0
           16166380                                  500000                    2395.83                                            360                                      359                                          5.5                    0
           16166389                               525548.24                     2518.5                                            360                                      359                                          5.5                    0
           16166390                                  486000                    2379.38                                            360                                      359                                        5.625                    0
           16166395                                  650000                    3588.54                                            360                                      359                                        6.375                    0
           16166407                                  900000                    5416.67                                            360                                      359                                         6.25                    0
           16166411                                  432000                       2250                                            360                                      359                                            6                    0
           16166289                               848395.83                    4826.21                                            360                                      359                                         5.25                    0
           16166296                                  790000                    3703.13                                            360                                      359                                        5.375                    0
           16166310                               999029.45                    4374.45                                            360                                      358                                            5                    0
           16166313                                  510000                    2496.88                                            360                                      359                                        5.625                    0
           16166315                               421548.86                    2429.27                                            360                                      359                                        5.375                    0
           16166318                                  623234                    3570.61                                            360                                      359                                        6.625                    0
           16166098                                  469799                    2495.81                                            360                                      358                                        6.125                    0
           16166102                               698464.09                    3974.53                                            360                                      358                                         5.25                    0
           16166104                                  615920                    3272.08                                            360                                      358                                        6.125                    0
           16166106                                  666835                    3334.18                                            360                                      358                                         5.75                    0
           16166107                                  588000                     3062.5                                            360                                      359                                            6                    0
           16166108                                  504432                    2364.53                                            360                                      359                                        5.375                    0
           16166110                                  448500                    2195.78                                            360                                      358                                        5.625                    0
           16166113                               522104.13                    2504.13                                            360                                      358                                          5.5                    0
           16166115                              1359983.33                    7083.25                                            360                                      358                                            6                    0
           16166116                                  650000                    3182.29                                            360                                      358                                        5.625                    0
           16166121                                  451000                    2161.04                                            360                                      358                                          5.5                    0
           16166122                                  545653                    3012.46                                            360                                      358                                        6.375                    0
           16166125                                  423168                    1807.28                                            360                                      358                                        4.875                    0
           16166127                                  556000                    2895.83                                            360                                      358                                            6                    0
           16166128                                 1500000                     7187.5                                            360                                      359                                          5.5                    0
           16166135                                  501300                    2454.28                                            360                                      359                                        5.625                    0
           16166136                                  536000                       2680                                            360                                      359                                         5.75                    0
           16166138                                  470000                    2398.96                                            360                                      359                                        5.875                    0
           16166142                               423928.19                    2164.17                                            360                                      359                                        5.875                    0
           16166143                                 1441000                    7805.42                                            360                                      358                                         6.25                    0
           16166145                               634789.94                    3915.96                                            360                                      358                                            6                    0
           16166147                                  531200                    2600.67                                            360                                      358                                        5.625                    0
           16166148                                  591200                    3017.58                                            360                                      359                                        5.875                    0
           16166151                                  507000                    2587.81                                            360                                      358                                        5.875                    0
           16166152                                  445000                    2410.42                                            360                                      359                                         6.25                    0
           16166155                                  516000                    2956.25                                            360                                      358                                        6.625                    0
           16166159                                  431100                    2065.69                                            360                                      359                                          5.5                    0
           16166160                               519430.82                    2952.51                                            360                                      359                                         5.25                    0
           16166161                                  672000                       3850                                            360                                      359                                        6.625                    0
           16166163                                  686400                     3360.5                                            360                                      359                                        5.625                    0
           16166164                                  472000                    2556.67                                            360                                      359                                         6.25                    0
           16166167                                  486000                       2430                                            360                                      358                                         5.75                    0
           16166168                                549996.6                    2921.88                                            360                                      358                                        6.125                    0
           16166170                               522095.31                    2669.48                                            360                                      359                                        5.875                    0
           16166175                                  431250                    2201.17                                            360                                      358                                        5.875                    0
           16166176                                  570000                    2968.75                                            360                                      359                                            6                    0
           16166178                                  481250                    2606.77                                            360                                      359                                         6.25                    0
           16166189                                  605500                    3216.72                                            360                                      359                                        6.125                    0
           16166194                                  512000                    2613.33                                            360                                      358                                        5.875                    0
           16166197                               440160.95                    2715.31                                            360                                      358                                            6                    0
           16166200                               669009.22                    4287.53                                            360                                      359                                        6.375                    0
           16166201                                  422500                    2288.54                                            360                                      359                                         6.25                    0
           16166202                                  511300                    2343.46                                            360                                      358                                         5.25                    0
           16166203                               636869.59                    3976.92                                            360                                      359                                        6.125                    0
           16166204                                  648025                    3182.29                                            360                                      359                                        5.625                    0
           16166207                                  588000                     3062.5                                            360                                      359                                            6                    0
           16166213                                  880000                    4858.33                                            360                                      358                                        6.375                    0
           16166217                                  426150                    2130.75                                            360                                      359                                         5.75                    0
           16166218                                  604000                    2894.17                                            360                                      358                                          5.5                    0
           16166220                               434566.96                    2608.04                                            360                                      359                                         5.75                    0
           16166223                                599430.7                     3694.3                                            360                                      359                                            6                    0
           16166225                                  517600                    2803.67                                            360                                      359                                         6.25                    0
           16166232                                  512000                    2613.33                                            360                                      359                                        5.875                    0
           16166234                               703142.75                    3442.75                                            360                                      359                                        5.625                    0
           16166235                               598683.51                    3406.74                                            360                                      358                                         5.25                    0
           16166237                                  468000                    2681.25                                            360                                      359                                        6.625                    0
           16166238                               649305.11                    3741.77                                            360                                      359                                        5.375                    0
           16166245                                  429384                    2236.38                                            360                                      359                                            6                    0
           16166247                                  515000                    2896.88                                            360                                      359                                          6.5                    0
           16166249                                  503357                    2464.35                                            360                                      358                                        5.625                    0
           16166255                                  650000                    3520.83                                            360                                      359                                         6.25                    0
           16166267                                  492600                    2514.31                                            360                                      359                                        5.875                    0
           16166069                                  475000                    2276.04                                            360                                      359                                          5.5                    0
           16166074                                  585600                       2928                                            360                                      359                                         5.75                    0
           16166083                                  457600                    2383.33                                            360                                      359                                            6                    0
           16166092                                  436400                    2545.67                                            360                                      358                                         6.75                    0
               2026                              1186926936                 6351598.85                                            360                                      359                                        5.970                0.001


           LOAN_SEQ                     MSERV                   SERV_FEE                                CURRENT_GROSS_COUPON         CITY1                                       STATE                               ZIP_CODE           PROPTYPE
--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
           16046700                       0                      0.375                                              6.5          SILVER SPRINGS                                    MD                                 20906          Condominium
           16046701                       0                       0.25                                            6.375          SEFFNER                                           FL                                 33584          Single Family
           16046702                       0                       0.25                                            6.375          CAPE CORAL                                        FL                                 33914          Single Family
           16046703                       0                       0.25                                             5.75          CLACKAMAS                                         OR                                 97015          Single Family
           16046704                       0                       0.25                                                6          SAN JOSE                                          CA                                 95139          Single Family
           16046705                       0                      0.375                                            5.875          WAXHAW                                            NC                                 28173          Single Family
           16046706                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 91326          PUD
           16046707                       0                       0.25                                            5.875          SANTA ROSA                                        CA                                 95403          PUD
           16046708                       0                       0.25                                             6.25          SACRAMENTO                                        CA                                 95819          Single Family
           16046709                       0                       0.25                                            5.875          BILOXI                                            MS                                 39532          Single Family
           16046710                       0                       0.25                                                6          CHARLESTON                                        SC                                 29414          PUD
           16046712                       0                       0.25                                                6          SAINT AUGUSTINE                                   FL                                 32084          Single Family
           16046713                       0                       0.25                                              6.5          CAPISTRANO BEACH                                  CA                                 92624          Single Family
           16046714                       0                       0.25                                            6.375          CORONA                                            CA                                 92880          Single Family
           16046715                       0                       0.25                                             6.25          CHICAGO                                           IL                                 60610          Condominium
           16046482                       0                       0.25                                            5.125          TRACY                                             CA                                 95376          Single Family
           16046498                       0                       0.25                                            5.875          MOUNTAIN CENTER                                   CA                                 92561          PUD
           16046505                       0                       0.25                                              5.5          HERCULES                                          CA                                 94547          PUD
           16046511                       0                       0.25                                                6          PALO ALTO                                         CA                                 94301          Single Family
           16046514                       0                       0.25                                             6.75          HERMOSA BEACH                                     CA                                 90254          Single Family
           16046521                       0                       0.25                                            6.375          CHICAGO                                           IL                                 60611          Condominium
           16046541                       0                       0.25                                            6.125          NEW PORT RICHEY                                   FL                                 34655          PUD
           16046546                       0                       0.25                                            6.625          PALMETTO BAY                                      FL                                 33158          Single Family
           16046550                       0                       0.25                                            6.625          REDONDO BEACH                                     CA                                 90278          Condominium
           16046562                       0                       0.25                                            5.875          SAN JACINTO                                       CA                                 92582          Single Family
           16046570                       0                       0.25                                             6.25          LIHUE                                             HI                                 96766          Condominium
           16046579                       0                      0.375                                            6.125          PALM SPRINGS                                      CA                                 92264          Single Family
           16046587                       0                       0.25                                            5.875          CHEVY CHASE                                       MD                                 20815          Single Family
           16046597                       0                       0.25                                             6.25          SARASOTA                                          FL                                 34233          Single Family
           16046606                       0                       0.25                                            5.875          CHARLESTON                                        SC                                 29464          PUD
           16046615                       0                       0.25                                            5.875          TAMPA                                             FL                                 33647          Single Family
           16046618                       0                      0.375                                             6.25          PLEASANTON                                        CA                                 94566          Single Family
           16046644                       0                       0.25                                            6.375          DALY CITY                                         CA                                 94015          Single Family
           16046645                       0                       0.25                                             5.75          MILPITAS                                          CA                                 95035          Single Family
           16046646                       0                      0.375                                            6.375          NEW YORK                                          NY                                 10010          Condominium
           16046648                       0                       0.25                                            5.375          STOCKTON                                          CA                                 95209          PUD
           16046649                       0                       0.25                                                5          LAUREL                                            MD                                 20723          PUD
           16046651                       0                      0.375                                             6.75          DILLON                                            CO                                 80435          PUD
           16046655                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 90048          Condominium
           16046663                       0                       0.25                                            5.875          MCLEAN                                            VA                                 22101          Single Family
           16046673                       0                      0.375                                              5.5          PAWLEYS ISLAND                                    SC                                 29585          Condominium
           16046675                       0                       0.25                                              6.5          PALM BEACH                                        FL                                 33480          Single Family
           16046682                       0                       0.25                                             5.25          FAIRFAX                                           VA                                 22032          PUD
           16046693                       0                       0.25                                             6.25          GENEVA                                            IL                                 60134          PUD
           16046698                       0                       0.25                                            5.375          WELLESLEY                                         MA                                  2481          Single Family
           16046711                       0                       0.25                                              5.5          SAN FRANCISCO                                     CA                                 94117          Condominium
           16046720                       0                       0.25                                            6.125          LA GRANGE                                         CA                                 95329          PUD
           16046729                       0                       0.25                                             5.75          LOGANDALE                                         NV                                 89021          Single Family
           16046730                       0                       0.25                                            5.875          NORTH ANDOVER                                     MA                                  1845          Single Family
           16046738                       0                       0.25                                            5.125          VIRGINIA BEACH                                    VA                                 23455          Single Family
           16046747                       0                       0.25                                            5.875          GAITHERSBURG                                      MD                                 20882          PUD
           16046763                       0                       0.25                                             6.25          OAKLAND                                           CA                                 94619          Single Family
           16046766                       0                       0.25                                             6.25          CHESAPEAKE                                        VA                                 23322          PUD
           16046767                       0                       0.25                                            5.875          SAN JOSE                                          CA                                 95148          Single Family
           16046768                       0                       0.25                                             5.75          ST.ALBANS                                         NY                                 11412          2-4 Family
           16046770                       0                       0.25                                              5.5          VENICE                                            FL                                 34292          Single Family
           16046771                       0                      0.375                                            6.875          LAS VEGAS                                         NV                                 89120          PUD
           16046773                       0                      0.375                                              5.5          ISLE OF PALMS                                     SC                                 29451          Single Family
           16046779                       0                       0.25                                            4.875          WATSONVILLE                                       CA                                 95076          Single Family
           16046782                       0                       0.25                                              6.5          THOUSAND OAKS                                     CA                                 91320          PUD
           16046807                       0                       0.25                                             6.75          MONTVALE                                          NJ                                  7645          Single Family
           16046815                       0                       0.25                                            6.375          QUEENSTOWN                                        MD                                 21658          Single Family
           16046821                       0                       0.25                                              6.5          OLATHE                                            KS                                 66061          Single Family
           16046826                       0                       0.25                                            5.875          SAN MATEO                                         CA                                 94010          2-4 Family
           16046739                       0                       0.25                                            5.875          PINOLE                                            CA                                 94564          Single Family
           16046740                       0                       0.25                                            6.375          WOODSTOCK                                         IL                                 60098          Single Family
           16046741                       0                       0.25                                            6.375          HILTON HEAD ISLAND                                SC                                 29926          PUD
           16046742                       0                       0.25                                            5.875          SACRAMENTO                                        CA                                 95835          Single Family
           16046743                       0                       0.25                                            6.375          MONROVIA                                          CA                                 91016          PUD
           16046744                       0                       0.25                                            5.875          KAUNAKAKAI                                        HI                                 96748          Condominium
           16046746                       0                       0.25                                                6          COLUMBIA                                          MD                                 21045          PUD
           16046748                       0                       0.25                                            5.375          MORGAN HILL                                       CA                                 95037          Single Family
           16046750                       0                       0.25                                             5.75          FAIRFIELD                                         CA                                 94534          Single Family
           16046751                       0                       0.25                                                6          KENT                                              WA                                 98032          Single Family
           16046752                       0                       0.25                                                6          LUCAS                                             TX                                 75002          Single Family
           16046753                       0                       0.25                                            6.375          CARLSBAD                                          CA                                 92009          PUD
           16046754                       0                       0.25                                            6.125          CARLSBAD                                          CA                                 92009          PUD
           16046755                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 91405          Single Family
           16046756                       0                       0.25                                             7.25          RENO                                              NV                                 89509          2-4 Family
           16046759                       0                       0.25                                              6.5          FRESNO                                            CA                                 93722          Single Family
           16046760                       0                       0.25                                              5.5          DALY CITY                                         CA                                 94014          2-4 Family
           16046761                       0                       0.25                                            6.875          PLAINFIELD                                        VT                                  5667          Single Family
           16046762                       0                       0.25                                             5.75          SHELBY                                            NC                                 28150          Single Family
           16046764                       0                       0.25                                              5.5          FREMONT                                           CA                                 94536          Single Family
           16046765                       0                       0.25                                            5.875          ARLINGTON                                         WA                                 98223          PUD
           16046769                       0                       0.25                                            6.875          AMERICAN CANYON                                   CA                                 94503          Single Family
           16046772                       0                       0.25                                                6          SOUTH SAN FRANCISCO                               CA                                 94080          Single Family
           16046774                       0                       0.25                                             6.25          HAYMARKET                                         VA                                 20169          PUD
           16046775                       0                       0.25                                             6.75          SUNRISE                                           FL                                 33322          Single Family
           16046776                       0                      0.375                                            6.375          CARBONDALE                                        CO                                 81623          PUD
           16046777                       0                       0.25                                            6.625          TRUCKEE                                           CA                                 96161          Condominium
           16046778                       0                       0.25                                             6.25          SAN FRANCISCO                                     CA                                 94110          Single Family
           16046780                       0                      0.375                                             6.75          DENVER                                            CO                                 80203          Single Family
           16046781                       0                       0.25                                                7          SAN JOSE                                          CA                                 95110          2-4 Family
           16046784                       0                      0.375                                             6.25          SAN FRANCISCO                                     CA                                 94122          Single Family
           16046785                       0                       0.25                                              6.5          SAN FRANCISCO                                     CA                                 94115          Condominium
           16046786                       0                      0.375                                            7.125          LAGUNA BEACH                                      CA                                 92651          Single Family
           16046787                       0                      0.375                                            6.125          MOUNT PROSPECT                                    IL                                 60056          Single Family
           16046788                       0                       0.25                                              6.5          CLEARWATER                                        FL                                 33764          Single Family
           16046789                       0                      0.375                                            5.875          MIAMI BEACH                                       FL                                 33141          Single Family
           16046790                       0                       0.25                                            6.875          LOS LUNAS                                         NM                                 87031          Single Family
           16046791                       0                       0.25                                                6          SAN JOSE                                          CA                                 95123          Condominium
           16046792                       0                       0.25                                              5.5          OAKLAND                                           CA                                 94607          Condominium
           16046793                       0                       0.25                                            5.875          DANVILLE                                          CA                                 94526          Single Family
           16046794                       0                       0.25                                             6.75          DRIFTWOOD                                         TX                                 78619          Condominium
           16046796                       0                       0.25                                            6.375          GOLETA                                            CA                                 93117          Single Family
           16046797                       0                       0.25                                             6.25          FORT LEE                                          NJ                                  7024          2-4 Family
           16046798                       0                       0.25                                            6.125          SACRAMENTO                                        CA                                 95864          Single Family
           16046799                       0                       0.25                                                6          NEW PORT RICHEY                                   FL                                 34653          PUD
           16046800                       0                       0.25                                             6.75          BUENA PARK                                        CA                                 90621          PUD
           16046801                       0                       0.25                                            6.625          WASHINGTON                                        DC                                 20011          Single Family
           16046802                       0                       0.25                                            5.875          SAN JOSE                                          CA                                 95128          Condominium
           16046803                       0                       0.25                                             6.25          GAINESVILLE                                       FL                                 32608          PUD
           16046804                       0                       0.25                                                6          INDIAN WELLS                                      CA                                 92210          PUD
           16046805                       0                       0.25                                            6.875          PEARLAND                                          TX                                 77584          PUD
           16046806                       0                       0.25                                            6.125          FALMOUTH                                          MA                                  2540          Single Family
           16046808                       0                      0.375                                              5.5          GARDNER                                           KS                                 66030          Single Family
           16046809                       0                       0.25                                            5.875          KIHEI                                             HI                                 96753          Condominium
           16046810                       0                       0.25                                            5.875          DANVILLE                                          CA                                 94526          Single Family
           16046811                       0                       0.25                                              5.5          ESCONDIDO                                         CA                                 92027          PUD
           16046812                       0                       0.25                                            6.125          WOODBURN                                          OR                                 97071          Single Family
           16046813                       0                       0.25                                              5.5          SCOTTSDALE                                        AZ                                 85268          Single Family
           16046814                       0                       0.25                                            6.375          CARMEL                                            CA                                 93923          Single Family
           16046817                       0                       0.25                                             6.25          STERLING                                          VA                                 20166          Condominium
           16046818                       0                       0.25                                              6.5          LOS ANGELES AREA                                  CA                                 90043          Single Family
           16046819                       0                       0.25                                            6.875          DONNELLY                                          ID                                 83615          PUD
           16046820                       0                       0.25                                            6.125          WILTON                                            CA                                 95693          Single Family
           16046822                       0                       0.25                                            6.875          CORONA                                            CA                                 92880          Single Family
           16046823                       0                       0.25                                             6.25          BOCA RATON                                        FL                                 33487          2-4 Family
           16046824                       0                       0.25                                             6.25          WINGDALE                                          NY                                 12594          Single Family
           16046825                       0                       0.25                                            6.875          LYNN                                              MA                                  1902          2-4 Family
           16046827                       0                       0.25                                            5.875          LOMA LINDA                                        CA                                 92354          PUD
           16046716                       0                       0.25                                            5.875          NORTH BEND                                        OR                                 97459          Single Family
           16046718                       0                      0.375                                             6.25          SOUTH SAN FRANCISCO                               CA                                 94080          Single Family
           16046719                       0                       0.25                                            5.875          ASHEVILLE                                         NC                                 28803          Single Family
           16046721                       0                       0.25                                            6.625          MIAMI                                             FL                                 33175          Single Family
           16046722                       0                       0.25                                            5.875          PACIFICA                                          CA                                 94044          Single Family
           16046723                       0                       0.25                                                6          PETALUMA                                          CA                                 94954          Single Family
           16046724                       0                      0.375                                            6.625          CHICAGO                                           IL                                 60646          Single Family
           16046725                       0                       0.25                                            6.875          LAS VEGAS                                         NV                                 89109          Condominium
           16046726                       0                       0.25                                                6          FONTANA                                           CA                                 92336          Single Family
           16046727                       0                       0.25                                             6.75          KANSAS CITY                                       MO                                 64155          PUD
           16046728                       0                       0.25                                             6.75          MIAMI                                             FL                                 33162          Condominium
           16046731                       0                       0.25                                            6.125          ATLANTA                                           GA                                 30319          Single Family
           16046732                       0                       0.25                                            5.875          GROVETOWN                                         GA                                 30813          Single Family
           16046733                       0                       0.25                                                6          WESTLAKE VILLAGE                                  CA                                 91362          PUD
           16046734                       0                       0.25                                             6.25          FORT LAUDERDALE                                   FL                                 33332          Single Family
           16046736                       0                       0.25                                            6.375          COLUMBIA                                          MD                                 21044          Single Family
           16046737                       0                       0.25                                              6.5          GAITHERSBURG                                      MD                                 20877          Condominium
           16046465                       0                       0.25                                            6.125          WOODLAND                                          CA                                 95695          PUD
           16046466                       0                       0.25                                                6          LITHIA                                            FL                                 33547          Single Family
           16046467                       0                       0.25                                            5.875          WOODBRIDGE                                        VA                                 22192          Townhouse
           16046468                       0                       0.25                                              6.5          NAVARRE                                           FL                                 32566          Single Family
           16046469                       0                       0.25                                              6.5          HERNDON                                           VA                                 20171          Condominium
           16046470                       0                       0.25                                            6.875          PEMBROKE PINES                                    FL                                 33024          Condominium
           16046471                       0                       0.25                                                6          NEWMAN                                            CA                                 95360          Single Family
           16046472                       0                      0.375                                            5.875          SOUTH EUCLID                                      OH                                 44121          Single Family
           16046473                       0                      0.375                                             6.75          GLEN ALLEN                                        VA                                 23059          PUD
           16046474                       0                       0.25                                            5.875          INDEPENDENCE                                      MN                                 55357          Single Family
           16046475                       0                       0.25                                            6.625          MUNCIE                                            IN                                 47304          Single Family
           16046476                       0                       0.25                                            5.625          EL PASO                                           TX                                 79912          Single Family
           16046477                       0                       0.25                                                6          LOS ANGELES                                       CA                                 90069          Single Family
           16046478                       0                       0.25                                            6.625          CYPRESS                                           CA                                 90630          Single Family
           16046479                       0                       0.25                                            5.375          CLEMMONS                                          NC                                 27012          Single Family
           16046480                       0                       0.25                                            6.875          DALY CITY                                         CA                                 94015          Single Family
           16046481                       0                       0.25                                            5.875          BRANDYWINE                                        MD                                 20613          Single Family
           16046483                       0                       0.25                                             5.75          SAN JOSE                                          CA                                 95128          Condominium
           16046485                       0                       0.25                                            5.875          SANIBEL                                           FL                                 33957          Single Family
           16046486                       0                       0.25                                                7          SAN FRANCISCO                                     CA                                 94107          Condominium
           16046487                       0                       0.25                                            6.125          GAITHERSBURG                                      MD                                 20879          Single Family
           16046488                       0                       0.25                                            6.375          MIDDLE VILLAGE                                    NY                                 11379          2-4 Family
           16046489                       0                       0.25                                            6.125          WILLIAMSTON                                       MI                                 48895          Single Family
           16046491                       0                       0.25                                            5.125          ALDIE                                             VA                                 20105          PUD
           16046492                       0                       0.25                                            7.125          ALPAUGH                                           CA                                 93201          Single Family
           16046493                       0                       0.25                                            5.875          LIGHTHOUSE POINT                                  FL                                 33064          Single Family
           16046494                       0                       0.25                                            6.375          ALPHARETTA                                        GA                                 30022          PUD
           16046496                       0                       0.25                                             5.75          LAWRENCEVILLE                                     GA                                 30044          PUD
           16046497                       0                       0.25                                             5.75          ISLAMORADA                                        FL                                 33036          Condominium
           16046499                       0                       0.25                                            6.125          ALAMEDA                                           CA                                 94501          Single Family
           16046500                       0                       0.25                                             7.25          STUART                                            FL                                 34994          Condominium
           16046501                       0                       0.25                                            6.375          LADSON                                            SC                                 29456          PUD
           16046502                       0                       0.25                                             6.75          SAN FRANCISCO                                     CA                                 94122          Single Family
           16046503                       0                       0.25                                            5.875          OSWEGO                                            IL                                 60543          Single Family
           16046506                       0                       0.25                                            6.625          FAIRFAX                                           VA                                 22032          Single Family
           16046507                       0                       0.25                                             6.25          LYNN                                              MA                                  1902          2-4 Family
           16046508                       0                       0.25                                             6.25          SIMI VALLEY                                       CA                                 93065          Single Family
           16046509                       0                       0.25                                            5.875          CHESTERFIELD                                      MO                                 63017          Single Family
           16046510                       0                      0.375                                            5.875          CROMWELL                                          CT                                  6416          Condominium
           16046512                       0                       0.25                                             6.25          DANVILLE                                          CA                                 94526          Single Family
           16046513                       0                       0.25                                            6.125          RANCHO SANTA MARGARI                              CA                                 92688          PUD
           16046515                       0                       0.25                                            6.375          LITTLEROCK AREA                                   CA                                 93543          Single Family
           16046516                       0                      0.375                                              6.5          SHAWNEE                                           KS                                 66226          PUD
           16046517                       0                       0.25                                                6          SANTA ROSA                                        CA                                 95409          Single Family
           16046518                       0                       0.25                                            5.625          WALDORF                                           MD                                 20603          Single Family
           16046519                       0                       0.25                                             6.25          HAMPSTEAD                                         NC                                 28443          PUD
           16046520                       0                       0.25                                             6.75          GLENDALE                                          NY                                 11385          2-4 Family
           16046522                       0                       0.25                                            6.125          MISSION VIEJO                                     CA                                 92691          PUD
           16046524                       0                       0.25                                                5          HERNDON                                           VA                                 20171          Condominium
           16046643                       0                      0.375                                             6.25          DANVILLE                                          CA                                 94506          PUD
           16046647                       0                       0.25                                            6.625          ORLANDO                                           FL                                 32817          PUD
           16046650                       0                      0.375                                             6.75          CHICAGO                                           IL                                 60647          2-4 Family
           16046652                       0                       0.25                                                6          BALTIMORE                                         MD                                 21231          Townhouse
           16046653                       0                       0.25                                            6.375          WORCESTER                                         MA                                  1603          2-4 Family
           16046654                       0                       0.25                                            6.375          BELMONT                                           CA                                 94002          Single Family
           16046656                       0                       0.25                                                6          NEW FREEDOM                                       PA                                 17349          PUD
           16046657                       0                       0.25                                                6          SAN FRANCISCO                                     CA                                 94109          Condominium
           16046658                       0                       0.25                                            5.875          DALY CITY                                         CA                                 94014          Single Family
           16046659                       0                       0.25                                            5.625          FALLBROOK                                         CA                                 92028          Single Family
           16046660                       0                       0.25                                            5.875          CHINO                                             CA                                 91710          Single Family
           16046661                       0                       0.25                                            6.125          VENICE                                            FL                                 34293          Condominium
           16046662                       0                       0.25                                              5.5          ST. PETERSBURG                                    FL                                 33716          Condominium
           16046664                       0                       0.25                                              6.5          JAMAICA PLAINS                                    MA                                  2130          Condominium
           16046665                       0                       0.25                                             6.75          HEALDSBURG                                        CA                                 95448          Single Family
           16046666                       0                       0.25                                            6.125          PASADENA                                          CA                                 91104          Single Family
           16046667                       0                       0.25                                            5.625          VALLEJO                                           CA                                 94591          Single Family
           16046669                       0                       0.25                                             6.75          HYATTSVILLE                                       MD                                 20781          Condominium
           16046670                       0                       0.25                                            5.875          GAMBRILLS                                         MD                                 21054          Single Family
           16046671                       0                       0.25                                             6.25          PORTOLA VALLEY                                    CA                                 94028          Single Family
           16046672                       0                       0.25                                             6.25          SAN ANTONIO                                       TX                                 78257          PUD
           16046674                       0                       0.25                                            6.375          VENTURA                                           CA                                 93001          Single Family
           16046676                       0                       0.25                                            5.875          LIVERMORE                                         CA                                 94550          PUD
           16046678                       0                       0.25                                              5.5          SUMNER                                            WA                                 98391          Condominium
           16046679                       0                       0.25                                             6.25          SEVIERVILLE                                       TN                                 37876          Single Family
           16046680                       0                       0.25                                            6.875          NORTH MIAMI BEACH                                 FL                                 33160          Condominium
           16046683                       0                       0.25                                              6.5          PLACERVILLE                                       CA                                 95667          Single Family
           16046684                       0                       0.25                                                6          ROCKVILLE                                         MD                                 20850          PUD
           16046685                       0                       0.25                                            5.875          SAN LEANDRO                                       CA                                 94578          Single Family
           16046686                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95111          2-4 Family
           16046687                       0                       0.25                                              6.5          LODI                                              CA                                 95240          Condominium
           16046688                       0                       0.25                                                6          HOUSTON                                           TX                                 77020          PUD
           16046689                       0                       0.25                                            5.875          SAN JUAN CAPISTRANO                               CA                                 92675          Single Family
           16046690                       0                       0.25                                            6.625          ALISO VIEJO                                       CA                                 92656          Condominium
           16046691                       0                       0.25                                            6.625          SPOKANE                                           WA                                 99201          Single Family
           16046692                       0                       0.25                                            6.125          ROTONDA WEST                                      FL                                 33947          Single Family
           16046694                       0                      0.375                                             6.25          ROHNERT PARK                                      CA                                 94928          Single Family
           16046695                       0                       0.25                                             6.75          ORLANDO                                           FL                                 32828          PUD
           16046697                       0                       0.25                                             6.25          PETALUMA                                          CA                                 94954          PUD
           16046699                       0                       0.25                                              6.5          MONT BELVIEU                                      TX                                 77580          PUD
           16046598                       0                       0.25                                              6.5          SHELDON                                           SC                                 29940          PUD
           16046600                       0                       0.25                                             6.75          ARLINGTON                                         TX                                 76014          Townhouse
           16046601                       0                       0.25                                            5.875          LOS ANGELES                                       CA                                 90094          Condominium
           16046602                       0                       0.25                                            6.625          GOODYEAR                                          AZ                                 85338          PUD
           16046603                       0                       0.25                                              6.5          PINE VALLEY                                       CA                                 91962          Single Family
           16046604                       0                       0.25                                            5.875          WALNUT CREEK                                      CA                                 94595          Single Family
           16046605                       0                       0.25                                            5.375          LOS BANOS                                         CA                                 93635          2-4 Family
           16046607                       0                       0.25                                             5.75          CORONA                                            CA                                 92882          PUD
           16046608                       0                       0.25                                            6.625          LAKE ARROWHEAD                                    CA                                 92352          Single Family
           16046609                       0                       0.25                                            6.625          TAMARAC                                           FL                                 33321          Condominium
           16046610                       0                       0.25                                             5.75          NORTH LAS VEGAS                                   NV                                 89031          PUD
           16046612                       0                      0.375                                            6.375          PAWLEYS ISLAND                                    SC                                 29585          PUD
           16046613                       0                       0.25                                            5.875          PORTLAND                                          OR                                 97219          Single Family
           16046614                       0                       0.25                                            6.875          PORT ST. LUCIE                                    FL                                 34952          Single Family
           16046616                       0                       0.25                                              6.5          WILLIAMSBURG                                      VA                                 23185          PUD
           16046617                       0                       0.25                                            5.875          SAN CLEMENTE                                      CA                                 92672          Single Family
           16046619                       0                      0.375                                              6.5          YORBA LINDA                                       CA                                 92887          Condominium
           16046620                       0                       0.25                                             5.75          NEWARK                                            CA                                 94560          Single Family
           16046621                       0                       0.25                                            5.375          SAN MATEO                                         CA                                 94401          Condominium
           16046622                       0                       0.25                                              6.5          HENDERSON                                         NV                                 89052          Single Family
           16046623                       0                       0.25                                            6.875          ALEXANDRIA                                        VA                                 22306          PUD
           16046624                       0                       0.25                                              7.5          HIALEAH                                           FL                                 33013          Single Family
           16046625                       0                       0.25                                            5.875          SAN DIEGO                                         CA                                 92127          PUD
           16046626                       0                      0.375                                             6.25          ENGLEWOOD                                         CO                                 80111          Single Family
           16046627                       0                       0.25                                            5.875          CHICO                                             CA                                 95926          Single Family
           16046628                       0                       0.25                                             5.25          VAN BUREN                                         AR                                 72956          Single Family
           16046629                       0                       0.25                                             5.75          CENTREVILLE                                       VA                                 20120          PUD
           16046630                       0                       0.25                                              6.5          ESCONDIDO                                         CA                                 92027          Single Family
           16046631                       0                       0.25                                            6.625          ELY                                               NV                                 89301          Single Family
           16046632                       0                       0.25                                             6.25          MILILANI                                          HI                                 96789          Condominium
           16046634                       0                       0.25                                              6.5          GREENFIELD                                        CA                                 93927          Single Family
           16046635                       0                       0.25                                             6.25          HANAHAN                                           SC                                 29406          PUD
           16046637                       0                       0.25                                             6.25          PALM DESERT                                       CA                                 92260          PUD
           16046638                       0                       0.25                                            6.625          STOCKTON                                          CA                                 95219          PUD
           16046639                       0                       0.25                                                6          LAS VEGAS                                         NV                                 89130          Single Family
           16046640                       0                       0.25                                            6.125          FREMONT                                           CA                                 94538          Single Family
           16046641                       0                       0.25                                            6.625          STOCKTON                                          CA                                 95219          PUD
           16046642                       0                       0.25                                            6.375          CRESSKILL                                         NJ                                  7626          Single Family
           16046525                       0                       0.25                                            6.625          KOLOA                                             HI                                 96756          Condominium
           16046526                       0                       0.25                                            6.625          LOCKPORT                                          IL                                 60441          Single Family
           16046527                       0                       0.25                                                6          HERCULES                                          CA                                 94547          Single Family
           16046528                       0                       0.25                                             6.25          TORRANCE                                          CA                                 90504          2-4 Family
           16046529                       0                      0.375                                             6.25          PARKER                                            CO                                 80134          Single Family
           16046530                       0                       0.25                                                6          LINCOLN                                           CA                                 95648          Single Family
           16046531                       0                       0.25                                                7          ARROYO GRANDE                                     CA                                 93420          2-4 Family
           16046532                       0                       0.25                                             6.25          WEST HARTFORD                                     CT                                  6117          Single Family
           16046533                       0                       0.25                                            7.125          NEW BRUNSWICK                                     NJ                                  8901          2-4 Family
           16046534                       0                      0.375                                             6.75          HIALEAH                                           FL                                 33016          Condominium
           16046535                       0                       0.25                                             6.25          BLUFFTON                                          SC                                 29910          PUD
           16046536                       0                       0.25                                            6.625          GENOA TWP                                         MI                                 48116          Single Family
           16046537                       0                       0.25                                            6.375          WEST PALM BEACH                                   FL                                 33413          Single Family
           16046538                       0                      0.375                                            6.125          LAKEWOOD                                          CO                                 80215          2-4 Family
           16046540                       0                       0.25                                             6.75          AVENTURA                                          FL                                 33180          PUD
           16046542                       0                       0.25                                              6.5          SAN MARCOS                                        CA                                 92069          PUD
           16046543                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90036          Single Family
           16046544                       0                       0.25                                            5.625          TAMPA                                             FL                                 33618          PUD
           16046545                       0                       0.25                                             6.25          YUCCA VALLEY                                      CA                                 92284          Single Family
           16046547                       0                       0.25                                            5.875          SPRINGFIELD                                       VA                                 22152          Single Family
           16046548                       0                       0.25                                            6.875          FOLLY BEACH                                       SC                                 29439          PUD
           16046549                       0                       0.25                                                6          FORESTVILLE                                       MD                                 20747          Single Family
           16046551                       0                       0.25                                            6.125          MONETA                                            VA                                 24121          Single Family
           16046553                       0                       0.25                                            6.125          SANTA ROSA                                        CA                                 95404          Single Family
           16046555                       0                       0.25                                            6.875          ROCHESTER HILLS                                   MI                                 48306          Single Family
           16046557                       0                       0.25                                            6.125          WINCHESTER                                        VA                                 22602          Single Family
           16046558                       0                       0.25                                            5.875          WESTLAKE VILLAGE                                  CA                                 91361          PUD
           16046559                       0                       0.25                                            5.875          SANTA CRUZ                                        CA                                 95060          Single Family
           16046560                       0                       0.25                                            6.625          LAKE OZARK                                        MO                                 65049          Condominium
           16046561                       0                      0.375                                            5.875          WEST CHESTER (THORNB                              PA                                 19382          PUD
           16046563                       0                       0.25                                            5.875          LAWNDALE                                          CA                                 90260          2-4 Family
           16046564                       0                       0.25                                                6          LANCASTER                                         CA                                 93536          Single Family
           16046565                       0                       0.25                                            6.625          DAYTONA BEACH                                     FL                                 32118          Condominium
           16046566                       0                       0.25                                              6.5          BROWNSVILLE                                       TX                                 78521          Single Family
           16046567                       0                       0.25                                             6.25          ANNANDALE                                         VA                                 22003          PUD
           16046568                       0                       0.25                                                6          VALENCIA AREA                                     CA                                 91381          Condominium
           16046572                       0                       0.25                                                6          GREENSBORO                                        NC                                 27407          PUD
           16046573                       0                      0.375                                             6.75          BOULDER                                           CO                                 80304          Single Family
           16046574                       0                       0.25                                             6.25          BAKERSFIELD                                       CA                                 93312          Single Family
           16046575                       0                       0.25                                              6.5          ASHLAND                                           OR                                 97520          Single Family
           16046576                       0                       0.25                                             6.25          DAYTONA BEACH                                     FL                                 32118          Condominium
           16046578                       0                      0.375                                            6.375          SOUTH HAVEN                                       MI                                 49090          Single Family
           16046580                       0                       0.25                                            6.625          MORGAN HILL                                       CA                                 95037          Single Family
           16046581                       0                       0.25                                                5          MEMPHIS                                           TN                                 38103          Single Family
           16046582                       0                       0.25                                            6.375          SAN JUAN BAUTISTA                                 CA                                 95045          Single Family
           16046583                       0                       0.25                                             5.75          MILPITAS                                          CA                                 95035          PUD
           16046584                       0                       0.25                                                6          PARK CITY                                         UT                                 84060          Single Family
           16046585                       0                       0.25                                            5.875          SAN FRANCISCO                                     CA                                 94107          2-4 Family
           16046588                       0                       0.25                                            6.125          KIRKWOOD                                          MO                                 63122          Condominium
           16046591                       0                       0.25                                                6          FAIRFAX                                           VA                                 22033          Condominium
           16046592                       0                       0.25                                            6.375          SAN FRANCISCO                                     CA                                 94115          Single Family
           16046593                       0                       0.25                                            6.125          MIAMI                                             FL                                 33165          Condominium
           16046594                       0                       0.25                                            6.125          SAINT PETERSBURG                                  FL                                 33704          Condominium
           16046595                       0                       0.25                                            6.375          SAN FRANCISCO                                     CA                                 94131          Single Family
           16046596                       0                       0.25                                              6.5          MIAMI BEACH                                       FL                                 33140          Condominium
           16127503                       0                       0.25                                             5.75          SHAPPHIRE                                         NC                                 28774          PUD
           16127504                       0                       0.25                                            5.625          CHICAGO                                           IL                                 60623          2-4 Family
           16127506                       0                       0.25                                            6.375          ALBUQUERQUE                                       NM                                 87108          2-4 Family
           16127507                       0                       0.25                                            5.875          ALBUQUERQUE                                       NM                                 87108          2-4 Family
           16127508                       0                       0.25                                              5.5          SACRAMENTO                                        CA                                 95864          2-4 Family
           16127509                       0                       0.25                                            6.125          HENDERSON                                         NV                                 89052          PUD
           16127510                       0                      0.375                                                6          VENICE                                            FL                                 34292          Condominium
           16127511                       0                       0.25                                             5.25          EAST HAMPTON                                      CT                                  6424          Single Family
           16127512                       0                       0.25                                            6.125          LINTHICUM                                         MD                                 21090          Single Family
           16127513                       0                       0.25                                                6          JERSEY CITY                                       NJ                                  7305          2-4 Family
           16127514                       0                       0.25                                              6.5          LAS VEGAS                                         NV                                 89123          Condominium
           16127515                       0                      0.375                                            5.125          LAND O LAKES                                      FL                                 34639          Townhouse
           16127516                       0                       0.25                                             6.25          EFFINGHAM                                         IL                                 62401          2-4 Family
           16127517                       0                       0.25                                                6          WILLCOX                                           AZ                                 85643          Single Family
           16127518                       0                       0.25                                                6          LEOMINSTER                                        MA                                  1453          2-4 Family
           16127519                       0                       0.25                                             6.25          SALEM                                             OR                                 97305          Single Family
           16127520                       0                       0.25                                            6.375          ORLANDO                                           FL                                 32189          PUD
           16127521                       0                       0.25                                                6          DALY CITY                                         CA                                 94015          Single Family
           16127522                       0                       0.25                                             5.25          MORENO VALLEY                                     CA                                 92551          Single Family
           16127523                       0                       0.25                                              6.5          LITTLE ROCK                                       AR                                 72206          2-4 Family
           16127524                       0                       0.25                                            6.125          PONTE VEDRA BEACH                                 FL                                 32082          Single Family
           16127525                       0                       0.25                                            6.125          SNOHOMISH                                         WA                                 98296          Single Family
           16127526                       0                       0.25                                            5.625          SOMERVILLE                                        MA                                  2144          2-4 Family
           16127527                       0                       0.25                                                6          WOODBRIDGE                                        VA                                 22191          Condominium
           16127528                       0                      0.375                                            6.125          TALLAHASSEE                                       FL                                 32303          PUD
           16127529                       0                       0.25                                            6.125          HAYWARD                                           CA                                 94542          Single Family
           16127530                       0                      0.375                                             6.25          CAPE CORAL                                        FL                                 33993          Single Family
           16127532                       0                       0.25                                            5.875          VENTURA                                           CA                                 93003          Single Family
           16127533                       0                       0.25                                             6.75          FRESNO                                            CA                                 93702          2-4 Family
           16127534                       0                       0.25                                            5.875          LAS VEGAS                                         NV                                 89123          Condominium
           16127547                       0                      0.375                                              6.5          CAPE CORAL                                        FL                                 33993          Single Family
           16127548                       0                       0.25                                                6          LOS ANGELES                                       CA                                 90065          2-4 Family
           16127550                       0                       0.25                                             5.25          SPRINGHILL                                        KS                                 66083          Single Family
           16127551                       0                       0.25                                              5.5          OCALA                                             FL                                 34473          PUD
           16127552                       0                       0.25                                            6.625          NORTH FORT MYERS                                  FL                                 33917          2-4 Family
           16127553                       0                       0.25                                                5          BOONSBORO                                         MD                                 21713          Single Family
           16127554                       0                       0.25                                            5.875          FOLSOM                                            CA                                 95630          Single Family
           16127555                       0                       0.25                                            5.625          MELBOURNE                                         FL                                 32935          Single Family
           16127556                       0                       0.25                                             5.75          WOOD RIDGE                                        NJ                                  7075          2-4 Family
           16127557                       0                       0.25                                             5.75          WOODBRIDGE                                        VA                                 22191          Condominium
           16127558                       0                       0.25                                            5.375          RICHMOND HILL                                     GA                                 31324          PUD
           16127559                       0                       0.25                                              6.5          LUTZ                                              FL                                 33559          PUD
           16127560                       0                       0.25                                              6.5          JOHNSON CITY                                      TN                                 37604          2-4 Family
           16127561                       0                       0.25                                             5.75          LARGO                                             FL                                 33770          2-4 Family
           16127562                       0                       0.25                                            6.125          FRISCO                                            TX                                 75035          PUD
           16127563                       0                       0.25                                             5.75          LOS ANGELES                                       CA                                 90018          2-4 Family
           16127565                       0                       0.25                                                6          YAKIMA                                            WA                                 98902          2-4 Family
           16127566                       0                       0.25                                            5.375          ESTERO                                            FL                                 33928          Condominium
           16127567                       0                       0.25                                                6          SHORELINE                                         WA                                 98133          2-4 Family
           16127568                       0                       0.25                                              5.5          OAKLAND PARK                                      FL                                 33309          Condominium
           16127569                       0                       0.25                                             6.25          MINNEAPOLIS                                       MN                                 55406          Single Family
           16127570                       0                       0.25                                            5.875          DELRAY BEACH                                      FL                                 33445          Condominium
           16127571                       0                       0.25                                              6.5          NEWPORT BEACH                                     CA                                 92663          2-4 Family
           16127572                       0                      0.375                                            6.125          CAPE CORAL                                        FL                                 33909          Single Family
           16127573                       0                       0.25                                            6.125          SPANAWAY                                          WA                                 98387          Single Family
           16127574                       0                       0.25                                            6.125          LAND O LAKES                                      FL                                 34639          Townhouse
           16127575                       0                       0.25                                            6.625          BRADENTON                                         FL                                 34207          Condominium
           16127576                       0                       0.25                                                6          SHORELINE                                         WA                                 98133          2-4 Family
           16127577                       0                       0.25                                            5.875          DAVENPORT                                         FL                                 33897          PUD
           16127578                       0                       0.25                                            5.875          BOSTON                                            MA                                  2115          Condominium
           16127541                       0                      0.375                                            5.875          LOS ANGELES                                       CA                                 90003          2-4 Family
           16127542                       0                       0.25                                            5.375          SAN DIEGO                                         CA                                 92105          Condominium
           16127543                       0                       0.25                                             5.75          OAKLAND PARK                                      FL                                 33309          Condominium
           16127544                       0                       0.25                                             5.75          JOSHUA TREE                                       CA                                 92252          Single Family
           16127545                       0                       0.25                                              5.5          HOMER GLEN                                        IL                                 60491          Condominium
           16127546                       0                       0.25                                            5.875          BELLEVILLE                                        IL                                 62221          2-4 Family
           16127535                       0                       0.25                                             5.75          EDMOND                                            OK                                 73013          Single Family
           16127536                       0                       0.25                                            5.875          ST. AUGUSTINE                                     FL                                 32092          PUD
           16127537                       0                       0.25                                             6.75          COXSACKIE                                         NY                                 12051          2-4 Family
           16127538                       0                       0.25                                                6          POINCIANA                                         FL                                 34758          2-4 Family
           16127539                       0                       0.25                                             5.75          STONE MOUNTAIN                                    GA                                 30087          Townhouse
           16127540                       0                       0.25                                             5.75          EDGEWATER                                         FL                                 32132          PUD
           16127499                       0                       0.25                                                5          SUN CITY WEST                                     AZ                                 85375          Single Family
           16127500                       0                       0.25                                             5.25          MECHANICSVILLE                                    VA                                 23116          Single Family
           16127501                       0                       0.25                                            5.625          WICHITA                                           KS                                 67207          Single Family
           16127502                       0                      0.375                                            5.375          PORT ST LUCIE                                     FL                                 34953          PUD
           16048088                       0                       0.25                                            6.625          SYLMAR                                            CA                                 91342          Condominium
           16047971                       0                       0.25                                              6.5          SCOTTSDALE                                        AZ                                 85259          PUD
           16047977                       0                       0.25                                             6.25          WRIGHTSVILLE BEACH                                NC                                 28480          Condominium
           16047989                       0                       0.25                                             6.25          LEESBURG                                          VA                                 20176          PUD
           16047990                       0                       0.25                                            5.625          SOUTHLAKE                                         TX                                 76092          PUD
           16047991                       0                       0.25                                             6.25          WINTERGREEN                                       VA                                 22958          PUD
           16047992                       0                       0.25                                            6.125          CLARKSBURG                                        MD                                 20871          PUD
           16047994                       0                       0.25                                              6.5          BRISTOW                                           VA                                 20136          PUD
           16048002                       0                       0.25                                             6.25          LEESBURG                                          VA                                 20176          PUD
           16048004                       0                       0.25                                            5.375          LOS ANGELES                                       CA                                 90045          Single Family
           16048006                       0                       0.25                                            6.375          MONROE TOWNSHIP                                   NJ                                  8831          Single Family
           16048008                       0                       0.25                                             6.25          ELK GROVE                                         CA                                 95624          Single Family
           16048012                       0                       0.25                                             5.75          SAN JOSE                                          CA                                 95127          Single Family
           16048014                       0                       0.25                                             7.25          CAPE CORAL                                        FL                                 33904          Single Family
           16048015                       0                       0.25                                            6.375          GARDEN GROVE                                      CA                                 92843          PUD
           16048018                       0                       0.25                                              6.5          PEORIA                                            AZ                                 85383          PUD
           16048019                       0                       0.25                                            6.125          BONSALL                                           CA                                 92003          Single Family
           16048020                       0                       0.25                                             6.25          SPRINGVILLE                                       UT                                 84663          Single Family
           16048021                       0                       0.25                                            6.375          ASHBURN                                           VA                                 20147          PUD
           16048024                       0                       0.25                                             6.75          ALPHARETTA                                        GA                                 30004          Single Family
           16048033                       0                       0.25                                            6.125          HOUSTON                                           TX                                 77024          Single Family
           16048037                       0                       0.25                                              6.5          LAS VEGAS                                         NV                                 89139          PUD
           16048045                       0                       0.25                                            5.875          HOLMDEL                                           NJ                                  7733          Single Family
           16048046                       0                       0.25                                             6.25          GROTON                                            CT                                  6340          Single Family
           16048048                       0                       0.25                                              7.5          LAWRENCE                                          NY                                 11559          Single Family
           16048049                       0                       0.25                                              6.5          WEST BLOOMFIELD                                   MI                                 48322          Single Family
           16048050                       0                       0.25                                              6.5          MONTEREY PARK                                     CA                                 91754          Single Family
           16048068                       0                       0.25                                            5.375          MOUNT VERNON                                      NY                                 10553          2-4 Family
           16048082                       0                       0.25                                             7.25          TAMPA                                             FL                                 33625          Single Family
           16047965                       0                       0.25                                                5          SAN DIEGO                                         CA                                 92127          PUD
           16047967                       0                       0.25                                              5.5          SARASOTA                                          FL                                 34243          PUD
           16047968                       0                       0.25                                             5.25          WHITE PLAINS                                      MD                                 20695          PUD
           16047970                       0                       0.25                                            5.875          FORT LUPTON                                       CO                                 80621          PUD
           16047972                       0                       0.25                                             6.25          LEAWOOD                                           KS                                 66209          Single Family
           16047973                       0                       0.25                                            6.125          RIDGEFIELD                                        CT                                  6877          Single Family
           16047976                       0                       0.25                                             6.25          EAGAN                                             MN                                 55123          PUD
           16047978                       0                       0.25                                            5.875          YORBA LINDA                                       CA                                 92886          Single Family
           16047980                       0                       0.25                                            5.875          LOMPOC                                            CA                                 93436          PUD
           16047983                       0                       0.25                                                6          FILLMORE                                          CA                                 93015          Single Family
           16047984                       0                       0.25                                             6.25          WASHINGTON                                        DC                                 20009          Condominium
           16047985                       0                       0.25                                            6.875          SYOSSET                                           NY                                 11791          Single Family
           16047987                       0                       0.25                                             6.25          RENO                                              NV                                 89521          PUD
           16047988                       0                       0.25                                            6.875          PARKER                                            CO                                 80134          PUD
           16047993                       0                       0.25                                            6.375          DANA POINT                                        CA                                 92629          Condominium
           16047995                       0                       0.25                                            6.625          LOS ANGELES                                       CA                                 90056          Single Family
           16047996                       0                       0.25                                              5.5          OAKLAND                                           CA                                 94608          Condominium
           16047997                       0                       0.25                                            7.625          FREDERICK                                         MD                                 21704          PUD
           16047998                       0                       0.25                                            5.625          CARLSBAD                                          CA                                 92009          PUD
           16047999                       0                       0.25                                            5.125          OAKLAND                                           CA                                 94608          Condominium
           16048000                       0                       0.25                                            6.875          NEWTON                                            MA                                  2466          Single Family
           16048001                       0                       0.25                                            6.625          MOAB                                              UT                                 84532          Single Family
           16048003                       0                       0.25                                              5.5          NORTH LAS VEGAS                                   NV                                 89084          Single Family
           16048005                       0                       0.25                                              6.5          LAUREL                                            MD                                 20707          PUD
           16048007                       0                       0.25                                            5.875          WARRENTON                                         VA                                 20186          PUD
           16048009                       0                       0.25                                            6.875          LAKEVILLE                                         MN                                 55044          Single Family
           16048010                       0                       0.25                                              6.5          LAS VEGAS                                         NV                                 89179          PUD
           16048011                       0                       0.25                                            5.875          SIMI VALLEY                                       CA                                 93065          Single Family
           16048013                       0                       0.25                                            6.125          PLACITAS                                          NM                                 87043          PUD
           16048016                       0                       0.25                                             4.25          STERLING                                          VA                                 20166          PUD
           16048017                       0                       0.25                                                6          SAN DIEGO                                         CA                                 92130          PUD
           16048022                       0                       0.25                                            5.875          CARLSBAD                                          CA                                 92009          PUD
           16048023                       0                       0.25                                            5.875          NAPA                                              CA                                 94558          Single Family
           16048025                       0                       0.25                                            6.125          LINCOLN                                           CA                                 95648          PUD
           16048027                       0                       0.25                                            5.625          LA QUINTA                                         CA                                 92253          Single Family
           16048028                       0                       0.25                                             6.25          LITTLE NECK                                       NY                                 11362          2-4 Family
           16048029                       0                       0.25                                            6.375          DUBLIN                                            CA                                 94568          Condominium
           16048030                       0                       0.25                                                6          PARKER                                            CO                                 80138          PUD
           16048031                       0                       0.25                                            6.125          CORONA                                            CA                                 92883          PUD
           16048032                       0                       0.25                                              6.5          ANAHEIM                                           CA                                 92805          Single Family
           16048034                       0                       0.25                                             6.25          MARIETTA                                          GA                                 30062          Single Family
           16048035                       0                       0.25                                            6.125          MARTINEZ                                          CA                                 94553          Single Family
           16048036                       0                       0.25                                            6.125          RENTON                                            WA                                 98059          PUD
           16048039                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 91040          Single Family
           16048040                       0                       0.25                                              4.5          MOORESVILLE                                       NC                                 28117          Single Family
           16048041                       0                       0.25                                            5.875          FRIPP ISLAND                                      SC                                 29920          PUD
           16048042                       0                       0.25                                            5.875          MOUNTAIN HOUSE                                    CA                                 95391          Single Family
           16048043                       0                       0.25                                             5.75          FORT COLLINS                                      CO                                 80526          Single Family
           16048044                       0                       0.25                                            5.875          PASADENA                                          CA                                 91105          Condominium
           16048047                       0                       0.25                                            6.875          NORTH PALM BEACH                                  FL                                 33408          Single Family
           16048051                       0                       0.25                                            5.875          MANHATTAN BEACH                                   CA                                 90266          Condominium
           16048052                       0                       0.25                                            5.875          LAS VEGAS                                         NV                                 89102          PUD
           16048053                       0                       0.25                                             6.25          LA QUINTA                                         CA                                 92253          PUD
           16048054                       0                       0.25                                            6.375          RANCHO CUCAMONGA                                  CA                                 91737          Single Family
           16048055                       0                       0.25                                            5.625          WOODLAND                                          CA                                 95695          Single Family
           16048057                       0                       0.25                                              5.5          INGLEWOOD                                         CA                                 90305          Single Family
           16048058                       0                       0.25                                              6.5          GOODLAND                                          FL                                 34140          Condominium
           16048059                       0                       0.25                                            6.125          WOODLAND HILLS/LOS ANGELE                         CA                                 91367          Single Family
           16048060                       0                       0.25                                              5.5          WESTFIELD                                         NJ                                  7090          Single Family
           16048061                       0                       0.25                                            5.875          INGLEWOOD                                         CA                                 90305          PUD
           16048063                       0                       0.25                                            6.625          TORRANCE                                          CA                                 90503          PUD
           16048064                       0                       0.25                                            5.875          LEESBURG                                          VA                                 20175          Single Family
           16048066                       0                       0.25                                             5.75          ELMHURST                                          IL                                 60126          Single Family
           16048067                       0                       0.25                                            5.875          ACCOKEEK                                          MD                                 20607          PUD
           16048070                       0                       0.25                                             6.25          FREDERICK                                         MD                                 21704          PUD
           16048071                       0                       0.25                                            5.875          ELMHURST                                          IL                                 60126          Single Family
           16048072                       0                       0.25                                             6.25          CASTRO VALLEY                                     CA                                 94546          Single Family
           16048073                       0                       0.25                                                6          LIVERMORE                                         CA                                 94550          Single Family
           16048074                       0                       0.25                                            5.375          BELLEVUE                                          WA                                 98004          Single Family
           16048075                       0                       0.25                                             5.75          OXNARD                                            CA                                 93030          Single Family
           16048076                       0                       0.25                                              5.5          MERRITT ISLAND                                    FL                                 32953          PUD
           16048077                       0                       0.25                                            5.875          CLARKSBURG                                        MD                                 20871          PUD
           16048078                       0                       0.25                                             6.25          SAN DIEGO                                         CA                                 92154          Single Family
           16048079                       0                       0.25                                            5.875          MESA                                              AZ                                 85207          PUD
           16048080                       0                       0.25                                            6.375          FORT WALTON BEACH                                 FL                                 32548          Condominium
           16048081                       0                       0.25                                                6          JERSEY CITY                                       NJ                                  7302          Condominium
           16048083                       0                       0.25                                             6.25          DAVIE                                             FL                                 33330          PUD
           16048084                       0                       0.25                                            5.875          STREAMWOOD                                        IL                                 60107          Single Family
           16048086                       0                       0.25                                            6.125          FULLERTON                                         CA                                 92833          Single Family
           16048087                       0                       0.25                                            6.375          ANNANDALE                                         VA                                 22003          Single Family
           16166797                       0                       0.25                                             5.75          HONOLULU                                          HI                                 96821          Single Family
           16166649                       0                       0.25                                            5.875          CHICAGO                                           IL                                 60646          PUD
           16166730                       0                       0.25                                            5.875          SCOTTSDALE                                        AZ                                 85255          PUD
           16166615                       0                       0.25                                            6.375          KAILUA KONA                                       HI                                 96740          Single Family
           16166582                       0                       0.25                                             6.25          POMPANO BEACH                                     FL                                 33069          Single Family
           16166471                       0                       0.25                                             6.25          SEDONA                                            AZ                                 86336          Single Family
           16166475                       0                       0.25                                            5.875          HERNDON                                           VA                                 20171          Single Family
           16166437                       0                       0.25                                              6.5          OCEANSIDE                                         CA                                 92054          Single Family
           16166450                       0                       0.25                                            6.375          COTO DE CAZA                                      CA                                 92679          PUD
           16166320                       0                       0.25                                            5.875          FULLERTON                                         CA                                 92831          Single Family
           16166337                       0                       0.25                                              6.5          NORTH VENICE                                      FL                                 34275          PUD
           16166347                       0                       0.25                                             6.75          DANVILLE                                          CA                                 94506          PUD
           16166275                       0                       0.25                                             5.75          GREENWICH                                         CT                                  6830          Single Family
           16166095                       0                       0.25                                              6.5          INVERNESS                                         IL                                 60010          PUD
           16166097                       0                       0.25                                             6.75          JACKSON                                           WY                                 83001          PUD
           16166101                       0                       0.25                                                6          LEES SUMMIT                                       MO                                 64064          Single Family
           16166119                       0                       0.25                                             5.75          SAN MARCOS                                        CA                                 92069          Single Family
           16166120                       0                       0.25                                            6.125          BIRMINGHAM                                        MI                                 48009          Single Family
           16166134                       0                       0.25                                            6.625          PHOENIX                                           AZ                                 85012          PUD
           16166140                       0                       0.25                                             6.25          MADISON                                           WI                                 53717          Single Family
           16166146                       0                       0.25                                            6.125          SANTA FE                                          NM                                 87506          Single Family
           16166150                       0                       0.25                                            5.875          SANTA CLARA                                       CA                                 95054          PUD
           16166158                       0                       0.25                                              6.5          OXFORD                                            MI                                 48371          Single Family
           16166162                       0                       0.25                                                6          LITCHFIELD PARK                                   AZ                                 85340          Single Family
           16166165                       0                       0.25                                            5.875          ALEXANDRIA                                        VA                                 22305          PUD
           16166190                       0                       0.25                                            6.875          MALVERN                                           PA                                 19355          PUD
           16166191                       0                       0.25                                            5.875          EL SOBRANTE                                       CA                                 94803          Single Family
           16166192                       0                       0.25                                             6.75          DESTIN                                            FL                                 32541          PUD
           16166250                       0                       0.25                                            6.875          CORONA                                            CA                                 92880          Single Family
           16166072                       0                       0.25                                              6.5          REISTERSTOWN                                      MD                                 21136          PUD
           16166081                       0                       0.25                                            5.875          ORANGE BEACH                                      AL                                 36561          Single Family
           16166088                       0                       0.25                                            6.125          UXBRIDGE                                          MA                                  1569          Single Family
           16166094                       0                       0.25                                             6.25          SAINT LOUIS                                       MO                                 63141          Single Family
           16166794                       0                       0.25                                            6.375          SAN JOSE                                          CA                                 95125          Condominium
           16166798                       0                       0.25                                            6.125          SAN JOSE                                          CA                                 95127          Single Family
           16166747                       0                       0.25                                            5.875          SAUGUS                                            CA                                 91350          PUD
           16166751                       0                       0.25                                                6          LOS ANGELES                                       CA                                 91343          Condominium
           16166754                       0                       0.25                                            5.125          CHINO HILLS                                       CA                                 91709          Single Family
           16166759                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 91367          Single Family
           16166763                       0                       0.25                                             6.25          ORLANDO                                           FL                                 32828          PUD
           16166766                       0                       0.25                                                6          GILBERT                                           AZ                                 85296          PUD
           16166768                       0                       0.25                                                8          GLENDALE                                          CA                                 91201          Single Family
           16166769                       0                       0.25                                            6.375          MIRAMAR BEACH                                     FL                                 32550          PUD
           16166771                       0                       0.25                                            5.875          QUAKERTOWN                                        PA                                 18951          Single Family
           16166734                       0                       0.25                                            6.125          FORT LAUDERDALE                                   FL                                 33316          Single Family
           16166735                       0                       0.25                                            6.875          RANCHO CORDOVA                                    CA                                 95742          PUD
           16166736                       0                       0.25                                            6.375          ROCKVILLE                                         MD                                 20850          PUD
           16166738                       0                       0.25                                            5.875          NORTH SALT LAKE                                   UT                                 84054          PUD
           16166631                       0                       0.25                                            5.875          MORGAN HILL                                       CA                                 95037          Single Family
           16166632                       0                       0.25                                            5.125          CANOGA PARK                                       CA                                 91304          Single Family
           16166635                       0                       0.25                                            6.125          SPRINGFIELD                                       VA                                 22151          Single Family
           16166642                       0                       0.25                                                6          SAN JOSE                                          CA                                 95128          Single Family
           16166644                       0                       0.25                                              6.5          ASHBURN                                           VA                                 20148          PUD
           16166653                       0                       0.25                                            5.875          SAMMAMISH                                         WA                                 98075          Single Family
           16166657                       0                       0.25                                            5.875          DALY CITY                                         CA                                 94015          Single Family
           16166662                       0                       0.25                                            5.875          HOBOKEN CITY                                      NJ                                  7030          Condominium
           16166665                       0                       0.25                                              6.5          MEDFORD                                           MA                                  2155          Single Family
           16166667                       0                       0.25                                            6.125          REDMOND                                           WA                                 98052          Single Family
           16166680                       0                       0.25                                             6.25          ALPINE                                            UT                                 84004          Single Family
           16166693                       0                       0.25                                              6.5          MARATHON                                          FL                                 33050          Condominium
           16166694                       0                       0.25                                                7          MCLEAN                                            VA                                 22101          Single Family
           16166696                       0                       0.25                                                6          CANYON LAKE                                       CA                                 92587          PUD
           16166701                       0                       0.25                                            6.125          HUNTINGTON BEACH                                  CA                                 92648          PUD
           16166703                       0                       0.25                                             6.25          UPLAND                                            CA                                 91784          PUD
           16166705                       0                       0.25                                            6.125          TORRANCE                                          CA                                 90501          Single Family
           16166713                       0                       0.25                                             6.75          SALINAS                                           CA                                 93907          Single Family
           16166715                       0                       0.25                                              6.5          LOS ANGELES                                       CA                                 91436          Single Family
           16166719                       0                       0.25                                            6.125          HENDERSON                                         NV                                 89052          PUD
           16166722                       0                       0.25                                                6          OAKLAND PARK                                      FL                                 33309          PUD
           16166584                       0                       0.25                                                6          STONEHAM                                          MA                                  2180          Single Family
           16166587                       0                       0.25                                             5.75          SALINAS                                           CA                                 93906          Single Family
           16166589                       0                       0.25                                            6.875          RIVERSIDE                                         CA                                 92506          Single Family
           16166590                       0                       0.25                                            7.625          RIVERSIDE                                         CA                                 92503          Single Family
           16166596                       0                       0.25                                            5.875          EAST TROY                                         WI                                 53120          Single Family
           16166598                       0                       0.25                                            5.375          SIMI VALLEY                                       CA                                 93063          PUD
           16166602                       0                       0.25                                            6.125          DUARTE                                            CA                                 91010          Single Family
           16166604                       0                       0.25                                            6.375          BEND                                              OR                                 97702          PUD
           16166605                       0                       0.25                                             6.25          TUSTIN                                            CA                                 92782          PUD
           16166606                       0                       0.25                                              6.5          ALISO VIEJO                                       CA                                 92656          PUD
           16166609                       0                       0.25                                             6.25          MARATHON                                          FL                                 33050          Single Family
           16166611                       0                       0.25                                             6.25          BURBANK                                           CA                                 91504          Single Family
           16166574                       0                       0.25                                             6.25          CHINO                                             CA                                 91710          Single Family
           16166578                       0                       0.25                                             6.25          EMERYVILLE                                        CA                                 94608          Condominium
           16166456                       0                       0.25                                             6.25          MANHATTAN BEACH                                   CA                                 90266          Single Family
           16166472                       0                       0.25                                              6.5          OAKLEY                                            CA                                 94561          Single Family
           16166473                       0                       0.25                                            6.375          HUNTINGTON BEACH                                  CA                                 92648          Single Family
           16166476                       0                       0.25                                            6.875          LAS VEGAS                                         NV                                 89148          PUD
           16166479                       0                       0.25                                            6.375          DARIEN                                            CT                                  6820          Single Family
           16166481                       0                       0.25                                             6.25          PANAMA CITY BEACH                                 FL                                 32413          PUD
           16166482                       0                       0.25                                                6          COCHRANVILLE                                      PA                                 19330          PUD
           16166483                       0                       0.25                                            6.125          GAITHERSBURG                                      MD                                 20878          PUD
           16166493                       0                       0.25                                            5.625          LOS ALTOS HILLS                                   CA                                 94024          Single Family
           16166497                       0                       0.25                                              6.5          CAVE CREEK                                        AZ                                 85331          PUD
           16166498                       0                       0.25                                             6.25          LAS VEGAS                                         NV                                 89129          PUD
           16166500                       0                       0.25                                            6.125          ONTARIO                                           CA                                 91761          Single Family
           16166501                       0                       0.25                                             6.75          LAS VEGAS                                         NV                                 89141          PUD
           16166504                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95120          Single Family
           16166505                       0                       0.25                                             6.25          HERMOSA BEACH                                     CA                                 90254          Condominium
           16166510                       0                       0.25                                            6.375          BERKELEY                                          CA                                 94705          Single Family
           16166527                       0                       0.25                                            6.125          HUNTINGTON BEACH                                  CA                                 92646          Single Family
           16166528                       0                       0.25                                             6.25          JAMUL                                             CA                                 91935          Single Family
           16166531                       0                       0.25                                              5.5          GARDEN GROVE                                      CA                                 92840          Single Family
           16166534                       0                       0.25                                            6.375          SAN LUIS OBISPO                                   CA                                 93405          Single Family
           16166535                       0                       0.25                                             6.25          REDONDO BEACH                                     CA                                 90278          Condominium
           16166536                       0                       0.25                                             5.25          LA QUINTA                                         CA                                 92253          Condominium
           16166542                       0                       0.25                                             6.25          LAKE OSWEGO                                       OR                                 97035          Single Family
           16166554                       0                       0.25                                                6          DALY CITY                                         CA                                 94015          Condominium
           16166555                       0                       0.25                                              6.5          LOS ANGELES                                       CA                                 91326          Single Family
           16166556                       0                       0.25                                            6.375          BRENTWOOD                                         CA                                 94513          Single Family
           16166563                       0                       0.25                                            5.875          BOWIE                                             MD                                 20716          PUD
           16166570                       0                       0.25                                             6.25          NORTH HOLLYWOOD                                   CA                                 91607          Single Family
           16166413                       0                       0.25                                             5.75          RICHMOND                                          KY                                 40475          Single Family
           16166414                       0                       0.25                                             6.25          DILLON                                            CO                                 80435          PUD
           16166415                       0                       0.25                                            6.375          MOUNTAIN VILLAGE                                  CO                                 81435          Condominium
           16166416                       0                       0.25                                             4.75          SHERWOOD                                          OR                                 97140          Single Family
           16166423                       0                       0.25                                            6.375          CORONA                                            CA                                 92883          PUD
           16166424                       0                       0.25                                             5.25          BROADLANDS                                        VA                                 20148          PUD
           16166438                       0                       0.25                                              6.5          SAN DIEGO                                         CA                                 92120          Single Family
           16166440                       0                       0.25                                              6.5          MERRITT ISLAND                                    FL                                 32952          Single Family
           16166329                       0                       0.25                                            6.375          LANCASTER                                         CA                                 93536          Single Family
           16166345                       0                       0.25                                            5.875          SAN DIEGO                                         CA                                 92131          PUD
           16166350                       0                       0.25                                                6          PALM SPRINGS                                      CA                                 92262          Single Family
           16166354                       0                       0.25                                            6.125          SANTA ANA                                         CA                                 92704          Single Family
           16166355                       0                       0.25                                             6.25          GILROY                                            CA                                 95020          Single Family
           16166356                       0                       0.25                                             6.25          ANAHEIM HILLS                                     CA                                 92807          PUD
           16166362                       0                       0.25                                            6.125          HOUSTON                                           TX                                 77007          Single Family
           16166363                       0                       0.25                                            5.625          IRVINE                                            CA                                 92612          PUD
           16166369                       0                       0.25                                            5.875          MOORPARK                                          CA                                 93021          PUD
           16166370                       0                       0.25                                             6.75          PLEASANTON                                        CA                                 94566          Single Family
           16166371                       0                       0.25                                            5.875          OCEAN CITY                                        NJ                                  8226          Condominium
           16166373                       0                       0.25                                             6.25          RENO                                              NV                                 89512          PUD
           16166376                       0                       0.25                                            5.125          PETALUMA                                          CA                                 94954          Single Family
           16166401                       0                       0.25                                              5.5          HAYMARKET                                         VA                                 20169          PUD
           16166402                       0                       0.25                                            5.375          LOS ANGELES                                       CA                                 90007          Single Family
           16166405                       0                       0.25                                             5.75          LONGBRANCH                                        WA                                 98351          Single Family
           16166408                       0                       0.25                                            6.625          SCHAUMBURG                                        IL                                 60195          Single Family
           16166409                       0                       0.25                                            5.625          EVERGREEN                                         CO                                 80439          PUD
           16166410                       0                       0.25                                            6.875          LOS ANGELES                                       CA                                 90065          Single Family
           16166412                       0                       0.25                                            5.375          FURLONG                                           PA                                 18925          PUD
           16166284                       0                       0.25                                            6.125          FORT LAUDERDALE                                   FL                                 33301          PUD
           16166287                       0                       0.25                                            5.875          CINCINNATI                                        OH                                 45242          Single Family
           16166292                       0                       0.25                                                6          ROSELAND                                          NJ                                  7068          Condominium
           16166293                       0                       0.25                                            6.375          SAN RAMON                                         CA                                 94583          PUD
           16166294                       0                       0.25                                            5.875          STOCKTON                                          CA                                 95207          Single Family
           16166300                       0                       0.25                                                6          VENTURA                                           CA                                 93003          Single Family
           16166302                       0                       0.25                                                6          SAN CLEMENTE                                      CA                                 92673          PUD
           16166316                       0                       0.25                                                6          WOODINVILLE                                       WA                                 98077          Single Family
           16166096                       0                       0.25                                            5.875          MEDFORD                                           OR                                 97504          PUD
           16166099                       0                       0.25                                             5.75          LEESBURG                                          VA                                 20175          PUD
           16166103                       0                       0.25                                              7.5          SAN RAMON                                         CA                                 94583          Single Family
           16166105                       0                       0.25                                                6          TRIANGLE                                          VA                                 22172          PUD
           16166111                       0                       0.25                                             6.75          SAN MARCOS                                        CA                                 92078          Single Family
           16166114                       0                       0.25                                            6.125          LAGUNA NIGUEL                                     CA                                 92677          Condominium
           16166117                       0                       0.25                                            6.125          HENDERSON                                         NV                                 89052          PUD
           16166131                       0                       0.25                                             6.25          GAITHERSBURG                                      MD                                 20878          PUD
           16166132                       0                       0.25                                              6.5          NORFOLK                                           VA                                 23505          Single Family
           16166133                       0                       0.25                                            5.625          LAS VEGAS                                         NV                                 89131          PUD
           16166139                       0                       0.25                                             5.75          GAITHERSBURG                                      MD                                 20878          PUD
           16166144                       0                       0.25                                            7.625          FREMONT                                           CA                                 94538          PUD
           16166171                       0                       0.25                                             6.25          LAS VEGAS                                         NV                                 89139          PUD
           16166172                       0                       0.25                                                7          REDWOOD CITY                                      CA                                 94062          Single Family
           16166173                       0                       0.25                                            5.875          DAVIDSONVILLE                                     MD                                 21035          PUD
           16166174                       0                       0.25                                                6          WILLIAMSBURG                                      VA                                 23185          Single Family
           16166181                       0                       0.25                                            6.875          LOS ANGELES                                       CA                                 90048          Single Family
           16166184                       0                       0.25                                            5.875          SAN DIEGO                                         CA                                 92130          Single Family
           16166186                       0                       0.25                                            4.875          SNOWMASS VILLAGE                                  CO                                 81615          Single Family
           16166195                       0                       0.25                                            6.375          PALM SPRINGS                                      CA                                 92262          PUD
           16166196                       0                       0.25                                            6.375          DIAMOND BAR                                       CA                                 91765          Single Family
           16166205                       0                       0.25                                            5.875          HARTLAND                                          WI                                 53029          PUD
           16166210                       0                       0.25                                              6.5          IRVINE                                            CA                                 92602          Single Family
           16166211                       0                       0.25                                            6.625          SACRAMENTO                                        CA                                 95822          Single Family
           16166212                       0                       0.25                                            6.625          SAN FRANCISCO                                     CA                                 94112          Single Family
           16166214                       0                       0.25                                             6.25          GAINESVILLE                                       VA                                 20155          PUD
           16166215                       0                       0.25                                             5.75          CONCORD                                           CA                                 94519          Single Family
           16166219                       0                       0.25                                              6.5          GOODYEAR                                          AZ                                 85338          PUD
           16166222                       0                       0.25                                                6          SAN JOSE                                          CA                                 95123          Single Family
           16166229                       0                       0.25                                                6          SIMI VALLEY                                       CA                                 93065          PUD
           16166230                       0                       0.25                                            6.125          LAKEWOOD                                          CA                                 90713          Single Family
           16166239                       0                       0.25                                             5.99          RAMONA                                            CA                                 92065          Single Family
           16166243                       0                       0.25                                            6.125          CLOVIS                                            CA                                 93611          Single Family
           16166244                       0                       0.25                                             6.25          LONG BEACH                                        CA                                 90808          Condominium
           16166258                       0                       0.25                                             6.25          WESTMINSTER                                       CA                                 92683          Single Family
           16166261                       0                       0.25                                            5.875          LADERA RANCH AREA                                 CA                                 92694          Condominium
           16166262                       0                       0.25                                             6.25          ELMHURST                                          IL                                 60126          Single Family
           16166264                       0                       0.25                                             6.75          SANTA FE                                          NM                                 87505          Single Family
           16166265                       0                       0.25                                                6          BOSTON                                            MA                                  2108          Single Family
           16166070                       0                       0.25                                             5.25          GLEN MILLS                                        PA                                 19342          PUD
           16166071                       0                       0.25                                            5.375          NOVATO                                            CA                                 94947          Single Family
           16166073                       0                       0.25                                            5.625          SANTA FE                                          NM                                 87506          Single Family
           16166077                       0                       0.25                                             6.25          CERES                                             CA                                 95307          Single Family
           16166079                       0                       0.25                                             6.25          LAS VEGAS                                         NV                                 89139          PUD
           16166085                       0                       0.25                                            6.625          CARPINTERIA                                       CA                                 93013          PUD
           16166087                       0                       0.25                                            6.625          EL DORADO HILLS                                   CA                                 95762          PUD
           16166093                       0                       0.25                                            5.875          LANCASTER                                         CA                                 93536          Single Family
           16184179                       0                       0.25                                                6          ALEXANDRIA                                        VA                                 22301          Single Family
           16184180                       0                       0.25                                              6.5          PHOENIX                                           AZ                                 85050          Single Family
           16184181                       0                       0.25                                            6.125          CHATHAM                                           NJ                                  7928          Single Family
           16184183                       0                       0.25                                            6.375          PLEASANT HILL                                     CA                                 94523          PUD
           16184184                       0                       0.25                                             6.25          PASO ROBLES                                       CA                                 93446          Single Family
           16184185                       0                       0.25                                             6.25          CLARKSBURG                                        MD                                 20871          PUD
           16184186                       0                       0.25                                                6          PANAMA CITY BEACH                                 FL                                 32408          Single Family
           16184187                       0                       0.25                                            6.375          PASADENA                                          MD                                 21122          Single Family
           16184188                       0                       0.25                                             6.75          EL DORADO HILLS                                   CA                                 95762          PUD
           16184189                       0                       0.25                                            6.375          TRUCKEE                                           CA                                 96161          PUD
           16184191                       0                       0.25                                              6.5          LA HABRA                                          CA                                 90631          Single Family
           16184193                       0                       0.25                                            6.625          RICHMOND                                          CA                                 94803          PUD
           16184195                       0                       0.25                                            6.375          CAPTAIN COOK                                      HI                                 96704          Single Family
           16184196                       0                       0.25                                            6.625          PATTERSON                                         CA                                 95363          Single Family
           16184198                       0                       0.25                                            6.125          YUCAIPA                                           CA                                 92399          PUD
           16184199                       0                       0.25                                             6.25          EDENTON                                           NC                                 27932          Single Family
           16184200                       0                       0.25                                            6.375          FALLBROOK                                         CA                                 92028          PUD
           16184202                       0                       0.25                                            6.125          SANTA CLARA                                       CA                                 95051          PUD
           16184203                       0                       0.25                                             6.25          RANCHO CUCAMONGA                                  CA                                 91739          Single Family
           16184204                       0                       0.25                                             6.25          SAN MARCOS                                        CA                                 92078          PUD
           16184205                       0                       0.25                                            6.625          CARLSBAD                                          CA                                 92009          PUD
           16184209                       0                       0.25                                                6          MENIFEE                                           CA                                 92584          Single Family
           16184212                       0                       0.25                                            6.875          SAN DIEGO                                         CA                                 92130          PUD
           16184214                       0                       0.25                                            6.125          HENDERSON                                         NV                                 89015          PUD
           16184217                       0                       0.25                                            5.875          COS COB                                           CT                                  6807          Single Family
           16184218                       0                       0.25                                            5.875          LAKE HAVASU CITY                                  AZ                                 86406          Single Family
           16184219                       0                       0.25                                                6          JERSEY CITY                                       NJ                                  7305          Condominium
           16184220                       0                       0.25                                              6.5          PORTLAND                                          OR                                 97225          Single Family
           16184221                       0                       0.25                                             6.25          ANAHEIM                                           CA                                 92804          Single Family
           16184223                       0                       0.25                                            6.375          CHULA VISTA                                       CA                                 91915          PUD
           16184224                       0                       0.25                                            6.375          ALHAMBRA                                          CA                                 91801          Single Family
           16184225                       0                       0.25                                             5.75          LAS VEGAS                                         NV                                 89129          PUD
           16184226                       0                       0.25                                            5.875          CORONA                                            CA                                 92883          PUD
           16184227                       0                       0.25                                             6.25          NEWCASTLE                                         WA                                 98059          Single Family
           16184228                       0                       0.25                                             6.25          ORLAND PARK                                       IL                                 60467          Single Family
           16184229                       0                       0.25                                              6.5          LINCOLNWOOD                                       IL                                 60712          Single Family
           16184230                       0                       0.25                                             6.75          JAMAICA                                           NY                                 11435          2-4 Family
           16184232                       0                       0.25                                            6.625          VENICE                                            FL                                 34229          Single Family
           16184234                       0                       0.25                                             6.25          RANCHO MIRAGE                                     CA                                 92270          Single Family
           16184236                       0                       0.25                                            6.375          EDGARTOWN                                         MA                                  2539          Single Family
           16184239                       0                       0.25                                            6.125          MOORPARK                                          CA                                 93021          Single Family
           16184241                       0                       0.25                                            5.875          DANA POINT                                        CA                                 92629          Condominium
           16184245                       0                       0.25                                            6.625          FOUNTAIN VALLEY                                   CA                                 92708          Single Family
           16184257                       0                       0.25                                            6.375          BAKERSFIELD                                       CA                                 93306          PUD
           16184259                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 91344          Single Family
           16184262                       0                       0.25                                            6.375          LA QUINTA                                         CA                                 92253          PUD
           16184265                       0                       0.25                                            6.375          KNOXVILLE                                         TN                                 37922          Single Family
           16184266                       0                       0.25                                              6.5          OXNARD                                            CA                                 93035          Single Family
           16184268                       0                       0.25                                                6          CONCORD                                           CA                                 94518          Single Family
           16184176                       0                       0.25                                            5.875          KEY WEST                                          FL                                 33040          Single Family
           16184177                       0                       0.25                                              6.5          TOWN OF BLOOMING GROVE                            NY                                 10992          Single Family
           16166799                       0                       0.25                                            6.375          SAN MARCOS                                        CA                                 92078          PUD
           16166800                       0                       0.25                                            6.875          MOORESVILLE                                       NC                                 28117          Single Family
           16166802                       0                       0.25                                             6.75          CAMARILLO                                         CA                                 93012          Single Family
           16166756                       0                       0.25                                            6.375          CONCORD                                           MA                                  1742          Single Family
           16166760                       0                       0.25                                            5.875          MOUNTAIN VIEW                                     CA                                 94040          Condominium
           16166764                       0                       0.25                                            6.625          LINCOLN                                           CA                                 95648          PUD
           16166785                       0                       0.25                                             6.25          CHERRY HILLS                                      CO                                 80113          PUD
           16166739                       0                       0.25                                            6.125          PENSACOLA                                         FL                                 32507          Condominium
           16166620                       0                       0.25                                                6          VISTA                                             CA                                 92083          Single Family
           16166624                       0                       0.25                                            6.375          GOLETA                                            CA                                 93117          Single Family
           16166626                       0                       0.25                                            6.125          IRVINE                                            CA                                 92604          Condominium
           16166646                       0                       0.25                                            6.125          NEW YORK                                          NY                                 10010          CO-OP
           16166673                       0                       0.25                                            6.375          OCEAN CITY                                        NJ                                  8226          Condominium
           16166674                       0                       0.25                                             6.75          KINGSTON                                          MA                                  2364          Single Family
           16166675                       0                       0.25                                            7.125          IPSWICH                                           MA                                  1938          Single Family
           16166687                       0                       0.25                                            6.875          WILTON                                            CA                                 95693          PUD
           16166731                       0                       0.25                                             6.75          ISLE OF PALMS                                     SC                                 29451          Single Family
           16166594                       0                       0.25                                            6.125          WESTFIELD                                         NJ                                  7090          Single Family
           16166599                       0                       0.25                                             6.75          LAGUNA NIGUEL                                     CA                                 92677          PUD
           16166600                       0                       0.25                                              5.5          LAKEWOOD                                          CA                                 90712          Single Family
           16166573                       0                       0.25                                             6.25          MAMMOTH LAKE                                      CA                                 93546          Single Family
           16166581                       0                       0.25                                             5.75          NEW YORK                                          NY                                 10012          CO-OP
           16166453                       0                       0.25                                             6.25          WAKEFIELD                                         MA                                  1880          Single Family
           16166465                       0                       0.25                                            6.375          LA CRESCENTA                                      CA                                 91214          Single Family
           16166466                       0                       0.25                                              6.5          SAN JOSE                                          CA                                 95124          Single Family
           16166468                       0                       0.25                                            6.375          STEVENSON RANCH                                   CA                                 91381          PUD
           16166484                       0                       0.25                                             6.25          SOLANA BEACH                                      CA                                 92075          PUD
           16166485                       0                       0.25                                            6.125          HOPKINTON                                         MA                                  1748          Single Family
           16166487                       0                       0.25                                            5.625          LOS ANGELES                                       CA                                 91423          Single Family
           16166489                       0                       0.25                                             6.25          MALIBU                                            CA                                 90265          Single Family
           16166490                       0                       0.25                                            6.375          NORTHRIDGE                                        CA                                 91325          Single Family
           16166496                       0                       0.25                                            6.375          SHADOW HILLS                                      CA                                 91040          Single Family
           16166506                       0                       0.25                                            6.375          NORTH HOLLYWOOD                                   CA                                 91602          Single Family
           16166507                       0                       0.25                                            6.125          CHATHAM                                           NJ                                  7928          Single Family
           16166512                       0                       0.25                                                6          LOS ANGELES                                       CA                                 91306          Single Family
           16166517                       0                       0.25                                              6.5          SANTA MONICA                                      CA                                 90403          Condominium
           16166529                       0                       0.25                                             5.75          NORTHBROOK                                        IL                                 60062          Single Family
           16166537                       0                       0.25                                             6.25          SANTA BARBARA                                     CA                                 93105          Single Family
           16166558                       0                       0.25                                            6.125          RENO                                              NV                                 89511          PUD
           16166559                       0                       0.25                                            6.375          BAKERSFIELD                                       CA                                 93314          Single Family
           16166564                       0                       0.25                                                6          GLENDALE                                          CA                                 91207          Single Family
           16166420                       0                       0.25                                            6.125          LAS VEGAS                                         NV                                 89148          PUD
           16166427                       0                       0.25                                                6          DANVILLE                                          CA                                 94526          Single Family
           16166429                       0                       0.25                                              6.5          FORT MYERS                                        FL                                 33912          Condominium
           16166432                       0                       0.25                                            5.875          BELLEVUE                                          WA                                 98005          Single Family
           16166434                       0                       0.25                                            5.875          WOODINVILLE                                       WA                                 98072          Single Family
           16166446                       0                       0.25                                             6.25          LONG BEACH                                        CA                                 90803          Single Family
           16166448                       0                       0.25                                                6          SOLVANG                                           CA                                 93463          Single Family
           16166452                       0                       0.25                                              6.5          CARLSBAD                                          CA                                 92009          PUD
           16166324                       0                       0.25                                                6          SANTA ANA                                         CA                                 92704          Single Family
           16166330                       0                       0.25                                            5.875          DULUTH                                            GA                                 30097          PUD
           16166332                       0                       0.25                                                6          SAN DIEGO                                         CA                                 92129          Single Family
           16166333                       0                       0.25                                            5.875          OLD GREENWICH                                     CT                                  6870          Single Family
           16166342                       0                       0.25                                             6.25          SANTA CLARA                                       CA                                 95050          Single Family
           16166346                       0                       0.25                                              6.5          SAN DIEGO                                         CA                                 92117          Single Family
           16166348                       0                       0.25                                            5.875          WEST LINN                                         OR                                 97068          Single Family
           16166351                       0                       0.25                                            6.375          VENTURA                                           CA                                 93003          Single Family
           16166352                       0                       0.25                                            6.375          LIVINGSTON                                        NJ                                  7039          Single Family
           16166358                       0                       0.25                                            6.625          ARROYO GRANDE                                     CA                                 93420          Single Family
           16166360                       0                       0.25                                             5.75          TEMECULA                                          CA                                 92592          PUD
           16166368                       0                       0.25                                            6.125          LOS ANGELES                                       CA                                 90068          Condominium
           16166374                       0                       0.25                                            6.125          ELK GROVE                                         CA                                 95757          Single Family
           16166375                       0                       0.25                                            6.125          WOODLAND HILLS                                    CA                                 91364          Condominium
           16166381                       0                       0.25                                            6.125          MARTINEZ                                          CA                                 94553          Single Family
           16166383                       0                       0.25                                            6.375          SONOMA                                            CA                                 95476          Single Family
           16166391                       0                       0.25                                            6.375          FRESNO                                            CA                                 93711          Single Family
           16166393                       0                       0.25                                                7          LACEY                                             WA                                 98516          PUD
           16166399                       0                       0.25                                             6.25          SIMI VALLEY                                       CA                                 93063          Single Family
           16166271                       0                       0.25                                             6.25          GIG HARBOR                                        WA                                 98332          PUD
           16166272                       0                       0.25                                            6.625          LAS VEGAS                                         NV                                 89131          PUD
           16166274                       0                       0.25                                            5.875          CORONADO                                          CA                                 92118          Condominium
           16166278                       0                       0.25                                                6          ESCONDIDO                                         CA                                 92027          PUD
           16166281                       0                       0.25                                                6          NEW YORK                                          NY                                 10010          CO-OP
           16166288                       0                       0.25                                            6.375          MERIDIAN                                          ID                                 83642          PUD
           16166304                       0                       0.25                                             6.25          SCITUATE                                          MA                                  2066          Single Family
           16166305                       0                       0.25                                             6.25          OCEAN CITY                                        NJ                                  8226          Single Family
           16166306                       0                       0.25                                             6.25          FRISCO                                            TX                                 75034          PUD
           16166308                       0                       0.25                                            5.375          HENDERSON                                         NV                                 89015          Single Family
           16166311                       0                       0.25                                            5.875          KOHALA COAST                                      HI                                 96743          Condominium
           16166317                       0                       0.25                                             5.25          WESTON                                            FL                                 33326          PUD
           16166100                       0                       0.25                                             6.75          LA QUINTA                                         CA                                 92253          Condominium
           16166109                       0                       0.25                                            6.125          VIRGINIA BEACH                                    VA                                 23454          Single Family
           16166118                       0                       0.25                                            6.875          SAN FRANCISCO                                     CA                                 94107          Single Family
           16166123                       0                       0.25                                            6.125          LONG BEACH                                        CA                                 90814          Single Family
           16166126                       0                       0.25                                                6          ANTHEM                                            AZ                                 85086          Single Family
           16166129                       0                       0.25                                             6.75          KULA                                              HI                                 96790          Single Family
           16166137                       0                       0.25                                            6.625          BURLINGAME                                        CA                                 94010          Single Family
           16166141                       0                       0.25                                             6.25          SACRAMENTO                                        CA                                 95830          PUD
           16166157                       0                       0.25                                            6.125          CAMERON COURT                                     CA                                 95682          Single Family
           16166166                       0                       0.25                                            6.125          WOODBRIDGE                                        VA                                 22192          PUD
           16166177                       0                       0.25                                            6.875          POWAY                                             CA                                 92064          Single Family
           16166180                       0                       0.25                                             6.75          SEATTLE                                           WA                                 98103          Single Family
           16166182                       0                       0.25                                              6.5          FALLBROOK                                         CA                                 92028          Single Family
           16166185                       0                       0.25                                                6          SIMI VALLEY                                       CA                                 93063          Single Family
           16166187                       0                       0.25                                            6.875          TEMECULA                                          CA                                 92592          Single Family
           16166193                       0                       0.25                                            5.875          RENO                                              NV                                 89523          PUD
           16166198                       0                       0.25                                             6.75          PALATINE                                          IL                                 60067          Single Family
           16166199                       0                       0.25                                              6.5          CORONA AREA                                       CA                                 92880          Single Family
           16166221                       0                       0.25                                            6.625          SURPRISE                                          AZ                                 85379          PUD
           16166224                       0                       0.25                                              6.5          RIVERSIDE                                         CA                                 92508          PUD
           16166227                       0                       0.25                                            6.375          PACIFIC GROVE                                     CA                                 93950          PUD
           16166233                       0                       0.25                                             6.25          MONTEREY                                          CA                                 93940          PUD
           16166236                       0                       0.25                                                6          HERCULES                                          CA                                 94547          PUD
           16166251                       0                       0.25                                            6.625          LAS VEGAS                                         NV                                 89118          Single Family
           16166254                       0                       0.25                                            5.875          LAS VEGAS                                         NV                                 89135          PUD
           16166263                       0                       0.25                                            6.125          WESTFIELD                                         NJ                                  7090          Single Family
           16166266                       0                       0.25                                             6.25          GLENVIEW                                          IL                                 60025          Single Family
           16166078                       0                       0.25                                             6.25          LAS VEGAS                                         NV                                 89139          PUD
           16166082                       0                       0.25                                            6.375          RENO                                              NV                                 89509          PUD
           16166089                       0                       0.25                                             6.25          CORONA                                            CA                                 92883          PUD
           16177241                       0                       0.25                                            5.875          CUPERTINO                                         CA                                 95014          Single Family
           16177242                       0                       0.25                                             6.25          SAMMAMISH                                         WA                                 98075          PUD
           16177243                       0                       0.25                                                6          SANTA CLARA                                       CA                                 95054          Condominium
           16177244                       0                       0.25                                              5.5          PIEDMONT                                          CA                                 94611          Single Family
           16177245                       0                       0.25                                            5.625          MIAMI BEACH                                       FL                                 33140          Single Family
           16177220                       0                       0.25                                                6          CLAREMONT                                         CA                                 91711          PUD
           16177221                       0                       0.25                                            6.125          LAKE FOREST                                       CA                                 92630          PUD
           16177222                       0                       0.25                                            6.125          PATTERSON                                         CA                                 95363          Single Family
           16177223                       0                       0.25                                              6.5          ANTELOPE                                          CA                                 95843          Single Family
           16177224                       0                       0.25                                                6          LAS VEGAS                                         NV                                 89148          PUD
           16177225                       0                       0.25                                            6.875          ASHBURN                                           VA                                 20148          PUD
           16177226                       0                       0.25                                            6.125          HERRIMAN                                          UT                                 84065          PUD
           16177227                       0                       0.25                                              6.5          NOVATO                                            CA                                 94947          Single Family
           16177228                       0                       0.25                                                6          NORTH SALT LAKE                                   UT                                 84054          Single Family
           16177229                       0                       0.25                                             6.25          CYPRESS                                           CA                                 90630          Single Family
           16177230                       0                       0.25                                                6          SAN JOSE                                          CA                                 95136          Condominium
           16177231                       0                       0.25                                                6          CARMEL                                            IN                                 46032          PUD
           16177232                       0                       0.25                                              6.5          NIWOT                                             CO                                 80503          Single Family
           16177233                       0                       0.25                                            6.375          SAN FRANCISCO                                     CA                                 94110          Single Family
           16177234                       0                       0.25                                             6.25          FREMONT                                           CA                                 94536          Single Family
           16177235                       0                       0.25                                            5.875          SEATTLE                                           WA                                 98103          Single Family
           16177236                       0                       0.25                                            6.625          SAN ANTONIO                                       TX                                 78230          PUD
           16177237                       0                       0.25                                              6.5          HIGHLAND                                          UT                                 84003          Single Family
           16177238                       0                       0.25                                              6.5          PALO ALTO                                         CA                                 94306          Condominium
           16177239                       0                       0.25                                             6.75          BELVEDERE TIBURON                                 CA                                 94920          Condominium
           16177240                       0                       0.25                                              6.5          LAUREL                                            MD                                 20708          Single Family
           16177210                       0                       0.25                                                6          LOS GATOS                                         CA                                 95032          Single Family
           16177211                       0                       0.25                                             6.25          PARK CITY                                         UT                                 84060          PUD
           16177212                       0                       0.25                                             6.75          PARK CITY                                         UT                                 84098          PUD
           16177213                       0                       0.25                                             6.75          FREMONT                                           CA                                 94555          PUD
           16177214                       0                       0.25                                                6          WRIGHTSVILLE BEACH                                NC                                 28480          Condominium
           16177215                       0                       0.25                                            6.125          FRANKLIN                                          TN                                 37064          Single Family
           16177216                       0                       0.25                                            6.625          WALNUT CREEK                                      CA                                 94595          Condominium
           16177217                       0                       0.25                                                6          VILLA PARK                                        CA                                 92861          Single Family
           16177218                       0                       0.25                                            5.875          FREMONT                                           CA                                 94539          Single Family
           16177219                       0                       0.25                                                6          FULLERTON                                         CA                                 92835          PUD
           16177170                       0                       0.25                                            5.875          CHICAGO                                           IL                                 60613          PUD
           16177171                       0                       0.25                                             6.25          GARDNERVILLE                                      NV                                 89460          Single Family
           16177172                       0                       0.25                                            5.875          POWAY                                             CA                                 92064          Single Family
           16177173                       0                       0.25                                             6.25          KOLOA                                             HI                                 96756          Single Family
           16177174                       0                       0.25                                            6.875          BRIDGEHAMPTON                                     NY                                 11932          Single Family
           16177175                       0                       0.25                                            6.625          ORLANDO                                           FL                                 32835          PUD
           16177176                       0                       0.25                                              6.5          SIMI VALLEY                                       CA                                 93065          Single Family
           16177177                       0                       0.25                                            6.125          OAKLAND                                           FL                                 34787          PUD
           16177178                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90034          Single Family
           16177179                       0                       0.25                                             5.75          ANAHEIM                                           CA                                 92806          Single Family
           16177180                       0                       0.25                                            5.875          MIAMI                                             FL                                 33133          Condominium
           16177181                       0                       0.25                                            4.875          LOS BANOS                                         CA                                 93635          Single Family
           16177182                       0                       0.25                                            5.875          WALTHAM                                           MA                                  2451          Single Family
           16177183                       0                       0.25                                            5.875          ACTON                                             CA                                 93510          Single Family
           16177184                       0                       0.25                                                6          LOMPOC                                            CA                                 93436          PUD
           16177185                       0                       0.25                                                6          LOMPOC                                            CA                                 93436          PUD
           16177186                       0                       0.25                                            6.125          CHICAGO                                           IL                                 60647          Single Family
           16177187                       0                       0.25                                            6.375          MALIBU                                            CA                                 90265          Single Family
           16177188                       0                       0.25                                             5.75          OXNARD                                            CA                                 93030          Single Family
           16177189                       0                       0.25                                            6.875          HUNTINGTON BEACH                                  CA                                 92647          Single Family
           16177190                       0                       0.25                                             6.25          ARROYO GRANDE                                     CA                                 93420          PUD
           16177191                       0                       0.25                                              6.5          TRABUCO CANYON                                    CA                                 92679          PUD
           16177192                       0                       0.25                                            6.125          WHITTIER                                          CA                                 90603          Single Family
           16177193                       0                       0.25                                             5.25          FLORHAM PARK                                      NJ                                  7932          Single Family
           16177194                       0                       0.25                                              6.5          DESTIN                                            FL                                 32541          PUD
           16177195                       0                       0.25                                             6.75          PHILADELPHIA                                      PA                                 19146          Condominium
           16177196                       0                       0.25                                             6.75          LITCHFIELD PARK                                   AZ                                 85340          Single Family
           16177197                       0                       0.25                                             5.75          FAYETTEVILLE                                      GA                                 30215          PUD
           16177198                       0                       0.25                                            6.375          IRVINE                                            CA                                 92612          Condominium
           16177199                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 91606          Single Family
           16177165                       0                       0.25                                            5.875          MURRIETA                                          CA                                 92562          Single Family
           16177166                       0                       0.25                                            5.625          GLENDALE                                          CA                                 91205          Single Family
           16177167                       0                       0.25                                             7.25          EAST HAMPTON                                      NY                                 11937          Single Family
           16177168                       0                       0.25                                            6.125          REDONDO BEACH                                     CA                                 90277          Condominium
           16177169                       0                       0.25                                              6.5          PARK CITY                                         UT                                 84098          PUD
           16177113                       0                       0.25                                            5.875          LOS ANGELES                                       CA                                 90019          Condominium
           16177114                       0                       0.25                                              6.5          CORONA                                            CA                                 92883          PUD
           16177115                       0                       0.25                                            5.875          MALIBU                                            CA                                 90265          Single Family
           16177116                       0                       0.25                                             6.25          MUNDELEIN                                         IL                                 60060          PUD
           16177117                       0                       0.25                                            6.125          LA QUINTA                                         CA                                 92253          PUD
           16177118                       0                       0.25                                            5.625          SAN MARCOS                                        CA                                 92078          PUD
           16177119                       0                       0.25                                                6          OCEANSIDE                                         CA                                 92054          Condominium
           16177120                       0                       0.25                                            6.125          LA QUINTA                                         CA                                 92253          PUD
           16177121                       0                       0.25                                             6.25          LORTON                                            VA                                 22079          PUD
           16177122                       0                       0.25                                                7          CHANDLER                                          AZ                                 85249          PUD
           16177123                       0                       0.25                                              6.5          SAN JOSE                                          CA                                 95121          Single Family
           16177124                       0                       0.25                                            5.875          BRIGHTON                                          CO                                 80602          PUD
           16177125                       0                       0.25                                             7.25          CORNVILLE                                         AZ                                 86325          Single Family
           16177126                       0                       0.25                                            6.125          BRENTWOOD                                         CA                                 94513          Single Family
           16177127                       0                       0.25                                            6.375          FREDERICK                                         MD                                 21701          PUD
           16177128                       0                       0.25                                              6.5          SAN MARCOS                                        CA                                 92078          PUD
           16177129                       0                       0.25                                             6.25          PARKLAND                                          FL                                 33076          PUD
           16177130                       0                       0.25                                             5.25          MARBLEHEAD                                        MA                                  1945          Single Family
           16177131                       0                       0.25                                            5.625          SAN CLEMENTE                                      CA                                 92673          PUD
           16177132                       0                       0.25                                            5.875          HIGHLAND                                          CA                                 92346          Single Family
           16177133                       0                       0.25                                            6.125          LAS VEGAS                                         NV                                 89131          Single Family
           16177134                       0                       0.25                                                6          CHINO                                             CA                                 91710          Single Family
           16177135                       0                       0.25                                              6.5          PEORIA                                            AZ                                 85383          PUD
           16177136                       0                       0.25                                             6.25          LEESBURG                                          VA                                 20176          PUD
           16177137                       0                       0.25                                            6.625          PACIFIC GROVE                                     CA                                 93950          Single Family
           16177138                       0                       0.25                                            6.375          BEL AIR                                           MD                                 21015          PUD
           16177139                       0                       0.25                                              6.5          LAKEWOOD                                          CA                                 90713          Single Family
           16177140                       0                       0.25                                            6.375          HENDERSON                                         NV                                 89074          Single Family
           16177141                       0                       0.25                                            5.875          SIGNAL HILL                                       CA                                 90755          Single Family
           16177142                       0                       0.25                                            6.375          POWAY                                             CA                                 92064          Single Family
           16177143                       0                       0.25                                            5.375          ANTIOCH                                           CA                                 94531          Single Family
           16177144                       0                       0.25                                             5.75          TORRANCE                                          CA                                 90505          Single Family
           16177145                       0                       0.25                                            6.375          SAN JOSE                                          CA                                 95126          Single Family
           16177146                       0                       0.25                                             5.75          WOODLAND HILLS                                    CA                                 91364          Single Family
           16177147                       0                       0.25                                            6.625          MENIFEE                                           CA                                 92584          Single Family
           16177148                       0                       0.25                                                6          BURLINGTON                                        WI                                 53105          Single Family
           16177110                       0                       0.25                                            6.375          DESTIN                                            FL                                 32541          PUD
           16177111                       0                       0.25                                             6.25          FONTANA                                           CA                                 92336          Single Family
           16177112                       0                       0.25                                            5.875          DUBLIN                                            OH                                 43016          Single Family
           16177149                       0                       0.25                                             5.25          FULLERTON                                         CA                                 92833          Single Family
           16177150                       0                       0.25                                                6          PRINCEVILLE                                       HI                                 96722          Single Family
           16177152                       0                       0.25                                                6          BRANDYWINE                                        MD                                 20613          Single Family
           16177153                       0                       0.25                                            5.875          ESSEX                                             CT                                  6426          Single Family
           16177154                       0                       0.25                                              6.5          QUEEN CREEK                                       AZ                                 85242          PUD
           16177155                       0                       0.25                                             6.25          LADERA RANCH                                      CA                                 92694          PUD
           16177157                       0                       0.25                                            6.375          SANTA ANA                                         CA                                 92705          Single Family
           16177158                       0                       0.25                                             6.25          DANA POINT                                        CA                                 92629          Single Family
           16177159                       0                       0.25                                                6          LA GRANGE HIGHLANDS                               IL                                 60525          Single Family
           16177160                       0                       0.25                                                5          CHULA VISTA                                       CA                                 91915          Condominium
           16177161                       0                       0.25                                            5.875          TEMECULA                                          CA                                 92592          Single Family
           16177162                       0                       0.25                                            6.125          MASON                                             OH                                 45040          PUD
           16177163                       0                       0.25                                             5.75          CARLSBAD                                          CA                                 92008          Single Family
           16177164                       0                       0.25                                            6.125          TUCKASEGEE                                        NC                                 28783          Single Family
           16177100                       0                       0.25                                                7          LEESBURG                                          VA                                 20175          PUD
           16177101                       0                       0.25                                            5.875          ROSEVILLE                                         CA                                 95678          Single Family
           16177102                       0                       0.25                                            6.375          CAPTNA                                            FL                                 33924          Single Family
           16177103                       0                       0.25                                            5.125          PLACENTIA                                         CA                                 92870          Single Family
           16177104                       0                       0.25                                            5.875          EVERGREEN                                         CO                                 80439          Single Family
           16177105                       0                       0.25                                            5.875          LAS VEGAS                                         NV                                 89138          PUD
           16177106                       0                       0.25                                                6          SHERBORN                                          MA                                  1770          Single Family
           16177107                       0                       0.25                                                6          LA VERNE                                          CA                                 91750          Single Family
           16177108                       0                       0.25                                            6.375          LEESBURG                                          VA                                 20176          Single Family
           16177109                       0                       0.25                                                6          LAS VEGAS                                         NV                                 89148          PUD
           16177200                       0                       0.25                                             5.75          SOUTH SAN FRANCISCO                               CA                                 94080          Single Family
           16177201                       0                       0.25                                             6.75          LOS ANGELES                                       CA                                 90077          Single Family
           16177202                       0                       0.25                                             6.75          BURBANK                                           CA                                 91501          Condominium
           16177203                       0                       0.25                                                6          LA JOLLA                                          CA                                 92037          Condominium
           16177204                       0                       0.25                                                6          LA JOLLA                                          CA                                 92037          Condominium
           16177205                       0                       0.25                                             6.25          YOUNTVILLE                                        CA                                 94599          Single Family
           16177206                       0                       0.25                                                6          BERNARDS TWP                                      NJ                                  7920          Single Family
           16177207                       0                       0.25                                              6.5          DUBLIN                                            CA                                 94568          Single Family
           16177208                       0                       0.25                                             5.75          DANVILLE                                          CA                                 94506          PUD
           16177209                       0                       0.25                                            5.875          LOS ANGELES                                       CA                                 91325          Single Family
           16177090                       0                       0.25                                            5.875          BRISTOW                                           VA                                 20136          PUD
           16177091                       0                       0.25                                            5.125          HAYMARKET                                         VA                                 20169          PUD
           16177092                       0                       0.25                                            5.375          SAN JOSE                                          CA                                 95129          Condominium
           16177093                       0                       0.25                                            5.875          SAN JUAN CAPISTRANO                               CA                                 92675          PUD
           16177094                       0                       0.25                                            5.875          LOMPOC                                            CA                                 93436          PUD
           16177095                       0                       0.25                                             5.75          ATWATER                                           CA                                 95301          Single Family
           16177096                       0                       0.25                                                6          OXNARD                                            CA                                 93030          PUD
           16177097                       0                       0.25                                              6.5          TRUCKEE                                           CA                                 96160          Condominium
           16177098                       0                       0.25                                             6.25          MOUNTAIN HOUSE                                    CA                                 95391          Single Family
           16177099                       0                       0.25                                             6.25          HINSDALE                                          IL                                 60521          Single Family
           16218249                       0                       0.25                                             7.25          ST. GEORGE ISLAND                                 FL                                 32328          Single Family
           16218250                       0                       0.25                                              6.5          WATSONVILLE                                       CA                                 95076          Single Family
           16218251                       0                       0.25                                            6.125          BUENA PARK                                        CA                                 90620          Single Family
           16218252                       0                       0.25                                             6.25          GARDEN GROVE                                      CA                                 92843          Single Family
           16218244                       0                       0.25                                                5          ALAMEDA                                           CA                                 94501          Single Family
           16218245                       0                       0.25                                            5.875          FOUNTAIN VALLEY                                   CA                                 92708          Single Family
           16218246                       0                       0.25                                            5.875          LOS BANOS                                         CA                                 93635          Single Family
           16218247                       0                       0.25                                              6.5          GLENDALE                                          CA                                 91208          Single Family
           16218248                       0                       0.25                                            6.375          CAMARILLO                                         CA                                 93010          PUD
           16218236                       0                       0.25                                            6.875          SAN MATEO                                         CA                                 94401          Single Family
           16218237                       0                       0.25                                            6.375          HENDERSON                                         NV                                 89015          PUD
           16218238                       0                       0.25                                             6.25          WALNUT CREEK                                      CA                                 94598          Single Family
           16218239                       0                       0.25                                             5.75          SAN BRUNO                                         CA                                 94066          Single Family
           16218240                       0                       0.25                                                6          PLEASANTON                                        CA                                 94588          Single Family
           16218241                       0                       0.25                                             6.75          SAINT SIMONS ISLAND                               GA                                 31522          Single Family
           16218242                       0                       0.25                                             6.25          OXNARD                                            CA                                 93036          PUD
           16218243                       0                       0.25                                                7          GOLD CANYON                                       AZ                                 85218          PUD
           16218230                       0                       0.25                                            6.625          TREASURE ISLAND                                   FL                                 33706          Single Family
           16218231                       0                       0.25                                            5.875          BOULDER                                           CO                                 80303          Single Family
           16218232                       0                       0.25                                            5.875          SCOTTSDALE                                        AZ                                 85262          PUD
           16218233                       0                       0.25                                            5.625          IRVINE                                            CA                                 92603          PUD
           16218234                       0                       0.25                                             6.25          NORTH LAS VEGAS                                   NV                                 89084          PUD
           16218235                       0                       0.25                                             6.75          SALT LAKE CITY                                    UT                                 84106          Condominium
           16218227                       0                       0.25                                             6.25          KOLOA                                             HI                                 96756          Condominium
           16218228                       0                       0.25                                              6.5          MEDFORD                                           OR                                 97504          Single Family
           16218229                       0                       0.25                                              6.5          ROSEVILLE                                         CA                                 95747          Single Family
           16218226                       0                       0.25                                             6.25          SAN DIEGO                                         CA                                 92154          Single Family
           16218150                       0                       0.25                                            5.875          WESTPORT                                          CT                                  6880          Single Family
           16218151                       0                       0.25                                            5.625          AUSTIN                                            TX                                 78730          Single Family
           16218152                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 90045          Single Family
           16218153                       0                       0.25                                                7          LYNNWOOD                                          WA                                 98037          Single Family
           16218154                       0                       0.25                                            6.375          IRVINE                                            CA                                 92604          PUD
           16218155                       0                       0.25                                            6.375          MISSION VIEJO                                     CA                                 92692          PUD
           16218156                       0                       0.25                                            6.375          WINNETKA                                          CA                                 91306          Single Family
           16218157                       0                       0.25                                              5.5          WALNUT CREEK                                      CA                                 94596          Single Family
           16218158                       0                       0.25                                            6.375          ELLICOTT CITY                                     MD                                 21043          Single Family
           16218159                       0                       0.25                                              6.5          ROCKLIN                                           CA                                 95765          Single Family
           16218160                       0                       0.25                                            5.875          SMYRNA                                            GA                                 30080          PUD
           16218161                       0                       0.25                                             6.75          SARASOTA                                          FL                                 34233          Condominium
           16218162                       0                       0.25                                            6.125          TEMPLETON                                         CA                                 93465          PUD
           16218163                       0                       0.25                                            6.625          JACKSON                                           WY                                 83001          Single Family
           16218164                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90012          Condominium
           16218165                       0                       0.25                                             6.25          ALPHARETTA                                        GA                                 30022          PUD
           16218166                       0                       0.25                                             6.25          HAINESPORT                                        NJ                                  8036          Single Family
           16218167                       0                       0.25                                            5.875          HUNTINGTON BEACH                                  CA                                 92648          PUD
           16218168                       0                       0.25                                            7.375          SIMI VALLEY                                       CA                                 93065          Single Family
           16218169                       0                       0.25                                                6          LOS ANGELES                                       CA                                 90043          Single Family
           16218126                       0                       0.25                                             6.25          BROOKLYN                                          NY                                 11204          Single Family
           16218170                       0                       0.25                                            6.375          COSTA MESA                                        CA                                 92627          Single Family
           16218171                       0                       0.25                                             6.75          STONE HARBOR                                      NJ                                  8247          Condominium
           16218172                       0                       0.25                                                6          ARLINGTON                                         VA                                 22201          Single Family
           16218173                       0                       0.25                                            6.125          ELK GROVE                                         CA                                 95624          Single Family
           16218174                       0                       0.25                                                6          THOUSAND OAKS                                     CA                                 91362          PUD
           16218175                       0                       0.25                                            5.875          PASADENA                                          CA                                 91104          Single Family
           16218176                       0                       0.25                                             6.25          EDGEWATER                                         MD                                 21037          Single Family
           16218177                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 90005          Condominium
           16218178                       0                       0.25                                              6.5          NAPLES                                            FL                                 34109          Condominium
           16218179                       0                       0.25                                                6          FREDERICK                                         MD                                 21702          Single Family
           16218180                       0                       0.25                                            5.625          LOS ANGELES                                       CA                                 90065          Single Family
           16218127                       0                       0.25                                              6.5          SAN JOSE                                          CA                                 95126          Single Family
           16218128                       0                       0.25                                             6.75          SAN RAMON                                         CA                                 94582          PUD
           16218129                       0                       0.25                                                7          WALNUT CREEK                                      CA                                 94595          Condominium
           16218181                       0                       0.25                                                6          PARK RIDGE                                        IL                                 60068          Single Family
           16218182                       0                       0.25                                            5.875          SANTA MONICA                                      CA                                 90403          Condominium
           16218183                       0                       0.25                                            6.375          RANCHO SANTA MARGARITA                            CA                                 92688          Condominium
           16218184                       0                       0.25                                                6          FORT MYERS BEACH                                  FL                                 33931          Condominium
           16218185                       0                       0.25                                             6.25          CLIFTON                                           VA                                 20124          PUD
           16218130                       0                       0.25                                                7          RANCHO CORDOVA                                    CA                                 95670          Condominium
           16218131                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95138          Single Family
           16218132                       0                       0.25                                            5.875          HAYWARD                                           CA                                 94541          Single Family
           16218186                       0                       0.25                                            6.125          SWANTON                                           MD                                 21561          Single Family
           16218187                       0                       0.25                                            6.125          IRVINE                                            CA                                 92612          Condominium
           16218188                       0                       0.25                                             6.25          BOISE                                             ID                                 83709          Single Family
           16218189                       0                       0.25                                             6.25          SONOMA                                            CA                                 95476          Single Family
           16218190                       0                       0.25                                            6.125          RIVERSIDE                                         CA                                 92508          PUD
           16218191                       0                       0.25                                            5.375          ORLANDO                                           FL                                 32822          Condominium
           16218192                       0                       0.25                                            6.125          SAN DIEGO                                         CA                                 92130          PUD
           16218193                       0                       0.25                                            5.875          PRESCOTT                                          AZ                                 86305          Single Family
           16218194                       0                       0.25                                             6.25          SANTA ROSA                                        CA                                 95404          Single Family
           16218195                       0                       0.25                                              6.5          CLOVIS                                            CA                                 93612          Single Family
           16218196                       0                       0.25                                                6          SAN JOSE                                          CA                                 95136          Condominium
           16218197                       0                       0.25                                             6.75          SAN JOSE                                          CA                                 95116          Condominium
           16218198                       0                       0.25                                            6.875          PUKALANI                                          HI                                 96768          Single Family
           16218199                       0                       0.25                                             5.25          CAPITOL HEIGHTS                                   MD                                 20743          Single Family
           16218133                       0                       0.25                                                6          SAN DIEGO                                         CA                                 92127          Condominium
           16218134                       0                       0.25                                            6.375          REDDING                                           CA                                 96002          Single Family
           16218135                       0                       0.25                                            6.375          WESTMINSTER                                       CA                                 92683          Single Family
           16218136                       0                       0.25                                            6.375          TRABUCO CANYON                                    CA                                 92679          PUD
           16218137                       0                       0.25                                            6.375          LA QUINTA                                         CA                                 92253          PUD
           16218138                       0                       0.25                                            5.875          SANTA MARIA                                       CA                                 93455          PUD
           16218139                       0                       0.25                                             6.25          MANHATTAN BEACH                                   CA                                 90266          Single Family
           16218140                       0                       0.25                                             5.75          SAN MARCOS                                        CA                                 92078          PUD
           16218141                       0                       0.25                                            5.625          BRENTWOOD                                         TN                                 37027          PUD
           16218142                       0                       0.25                                            6.625          PALMDALE                                          CA                                 93551          PUD
           16218143                       0                       0.25                                            6.125          HENDERSON                                         NV                                 89052          PUD
           16218144                       0                       0.25                                            7.375          ESCONDIDO                                         CA                                 92025          Single Family
           16218145                       0                       0.25                                            5.875          FRANKLIN                                          TN                                 37064          PUD
           16218146                       0                       0.25                                             5.75          SAN RAFAEL                                        CA                                 94903          Single Family
           16218147                       0                       0.25                                             6.25          ANACORTES                                         WA                                 98221          Single Family
           16218148                       0                       0.25                                            6.375          SANTA CLARITA                                     CA                                 91387          Single Family
           16218149                       0                       0.25                                             6.75          ONTARIO                                           CA                                 91762          Condominium
           16218100                       0                       0.25                                            6.125          FALLSTON                                          MD                                 21047          PUD
           16218101                       0                       0.25                                              5.5          MOUNTAIN HOUSE                                    CA                                 95391          Single Family
           16218102                       0                       0.25                                             6.25          CHANTILLY                                         VA                                 20152          PUD
           16218103                       0                       0.25                                            6.375          FRANKTOWN                                         CO                                 80116          Single Family
           16218104                       0                       0.25                                             6.75          CHATSWORTH AREA                                   CA                                 91311          Single Family
           16218105                       0                       0.25                                              6.5          WOODBRIDGE                                        VA                                 22191          PUD
           16218106                       0                       0.25                                            6.375          SANTA BARBARA                                     CA                                 93105          Condominium
           16218113                       0                       0.25                                                6          EAGAN                                             MN                                 55123          Single Family
           16218114                       0                       0.25                                            6.625          IRVINE                                            CA                                 92602          Condominium
           16218115                       0                       0.25                                              6.5          BROAD RUN                                         VA                                 20137          Single Family
           16218116                       0                       0.25                                                6          LOVETTSVILLE                                      VA                                 20180          PUD
           16218117                       0                       0.25                                              6.5          BIRMINGHAM                                        AL                                 35213          Single Family
           16218118                       0                       0.25                                            6.125          EL DORADO HILLS                                   CA                                 95762          PUD
           16218119                       0                       0.25                                            5.875          NOVI                                              MI                                 48374          Single Family
           16218107                       0                       0.25                                            7.125          LA PALMA                                          CA                                 90623          Single Family
           16218108                       0                       0.25                                             6.25          AURORA                                            CO                                 80014          PUD
           16218109                       0                       0.25                                                6          AURORA                                            CO                                 80014          PUD
           16218120                       0                       0.25                                            6.875          ELLICOTT CITY                                     MD                                 21043          Single Family
           16218121                       0                       0.25                                            6.875          MANASSAS                                          VA                                 20112          PUD
           16218122                       0                       0.25                                            7.625          PLAINVIEW                                         NY                                 11803          Condominium
           16218123                       0                       0.25                                            6.375          SANTA CLARITA AREA                                CA                                 91354          Condominium
           16218124                       0                       0.25                                             5.75          OJAI                                              CA                                 93023          Single Family
           16218125                       0                       0.25                                             6.75          SNOHOMISH                                         WA                                 98290          Single Family
           16218110                       0                       0.25                                             7.75          LORTON                                            VA                                 22079          PUD
           16218111                       0                       0.25                                                6          PETALUMA                                          CA                                 94954          Single Family
           16218112                       0                       0.25                                            6.375          SCOTTSDALE                                        AZ                                 85262          PUD
           16218083                       0                       0.25                                            6.375          PLAYA VISTA                                       CA                                 90094          Condominium
           16218084                       0                       0.25                                             5.75          SAN DIEGO                                         CA                                 92127          PUD
           16218085                       0                       0.25                                             5.75          SNOHOMISH                                         WA                                 98296          PUD
           16218086                       0                       0.25                                              6.5          GREEN BAY                                         WI                                 54313          Single Family
           16218087                       0                       0.25                                             6.25          COACHELLA                                         CA                                 92236          Single Family
           16218088                       0                       0.25                                                6          BOSTON                                            MA                                  2114          Single Family
           16218089                       0                       0.25                                             6.25          MAPLE GROVE                                       MN                                 55369          Single Family
           16218090                       0                       0.25                                            5.875          HACIENDA HEIGHTS                                  CA                                 91745          Single Family
           16218091                       0                       0.25                                            5.875          ALAMEDA                                           CA                                 94501          Single Family
           16218092                       0                       0.25                                            6.875          LAS VEGAS                                         NV                                 89130          PUD
           16218093                       0                       0.25                                            6.125          PLANO                                             TX                                 75093          PUD
           16218094                       0                       0.25                                            5.625          LEESBURG                                          VA                                 20175          PUD
           16218095                       0                       0.25                                            6.125          LOS ANGELES                                       CA                                 91325          Single Family
           16218096                       0                       0.25                                            6.125          BRAMBLETON                                        VA                                 20148          PUD
           16218097                       0                       0.25                                            6.125          DULUTH                                            GA                                 30097          PUD
           16218098                       0                       0.25                                             6.25          OZARK                                             MO                                 65721          PUD
           16218099                       0                       0.25                                             7.75          GREENWOOD                                         AR                                 72936          Single Family
           16218300                       0                       0.25                                                6          LITTLEROCK                                        CA                                 93543          Single Family
           16218301                       0                       0.25                                            5.875          LA MIRADA                                         CA                                 90638          Single Family
           16218302                       0                       0.25                                            5.625          BURBANK                                           CA                                 91501          Condominium
           16218303                       0                       0.25                                             6.25          LAKE MARY                                         FL                                 32746          PUD
           16218304                       0                       0.25                                             6.25          BREA                                              CA                                 92823          PUD
           16218305                       0                       0.25                                             6.25          CYPRESS                                           CA                                 90630          Single Family
           16218306                       0                       0.25                                            7.125          FULLERTON                                         CA                                 92833          PUD
           16218307                       0                       0.25                                            6.375          LAS VEGAS                                         NV                                 89141          PUD
           16218308                       0                       0.25                                            6.375          SAN JOSE                                          CA                                 95136          Single Family
           16218309                       0                       0.25                                            6.375          DRAPER                                            UT                                 84020          Single Family
           16218310                       0                       0.25                                              6.5          SAN DIEGO                                         CA                                 92126          Single Family
           16218311                       0                       0.25                                            6.875          MARTINEZ                                          CA                                 94553          Single Family
           16218312                       0                       0.25                                              6.5          SAN DIEGO                                         CA                                 92154          Single Family
           16218313                       0                       0.25                                            7.125          SACRAMENTO                                        CA                                 95834          PUD
           16218314                       0                       0.25                                                6          LAUREL                                            MD                                 20707          PUD
           16218315                       0                       0.25                                                6          LONG BEACH                                        CA                                 90808          Single Family
           16218316                       0                       0.25                                            6.875          SEATTLE                                           WA                                 98178          Single Family
           16218317                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 90068          Single Family
           16218318                       0                       0.25                                             6.75          GLENDALE                                          CA                                 91207          Single Family
           16218319                       0                       0.25                                             6.25          BLOOMINGTON                                       IL                                 61704          PUD
           16218320                       0                       0.25                                              6.5          SAN JOSE                                          CA                                 95127          Single Family
           16218321                       0                       0.25                                            5.875          IRVINE                                            CA                                 92602          PUD
           16218322                       0                       0.25                                            6.625          HUNTINGTON BEACH                                  CA                                 92646          Single Family
           16218323                       0                       0.25                                            5.625          SAN JOSE                                          CA                                 95148          Single Family
           16218324                       0                       0.25                                            6.125          PALMDALE                                          CA                                 93551          PUD
           16218325                       0                       0.25                                              6.5          MORGAN HILL                                       CA                                 95037          Single Family
           16218326                       0                       0.25                                             5.75          ISLE OF PALMS                                     SC                                 29451          PUD
           16218327                       0                       0.25                                              6.5          SUNLAND/LOS ANGELES                               CA                                 91040          Single Family
           16218328                       0                       0.25                                            6.875          GLENDALE                                          CA                                 91206          Single Family
           16218329                       0                       0.25                                            6.375          SANTA CLARITA                                     CA                                 91390          Single Family
           16218330                       0                       0.25                                              6.5          BOYTON BEACH                                      FL                                 33437          PUD
           16218331                       0                       0.25                                            6.375          LAS VEGAS                                         NV                                 89178          PUD
           16218332                       0                       0.25                                            6.125          TUSTIN                                            CA                                 92782          PUD
           16218220                       0                       0.25                                            6.625          ORANGE                                            CA                                 92629          Single Family
           16218221                       0                       0.25                                              6.5          LAGUNA NIGUEL                                     CA                                 92677          Condominium
           16218222                       0                       0.25                                             6.25          VISTA                                             CA                                 92084          PUD
           16218223                       0                       0.25                                             6.25          RENO                                              NV                                 89509          Single Family
           16218224                       0                       0.25                                                6          ISSAQUAH                                          WA                                 98029          Single Family
           16218225                       0                       0.25                                            5.875          DUARTE                                            CA                                 91010          Single Family
           16218200                       0                       0.25                                                6          NEWPORT BEACH                                     CA                                 92663          Condominium
           16218201                       0                       0.25                                            5.875          HERMOSA BEACH                                     CA                                 90254          Single Family
           16218202                       0                       0.25                                             6.25          SAN DIEGO                                         CA                                 92109          Single Family
           16218203                       0                       0.25                                            6.375          ROANOKE                                           VA                                 24014          Single Family
           16218204                       0                       0.25                                             6.25          IRVINE                                            CA                                 92620          Single Family
           16218205                       0                       0.25                                             6.25          ALPINE                                            CA                                 91901          Single Family
           16218206                       0                       0.25                                            5.875          LAS VEGAS                                         NV                                 89129          Single Family
           16218207                       0                       0.25                                             6.25          DRAPER                                            UT                                 84020          Single Family
           16218208                       0                       0.25                                            5.875          FULLERTON                                         CA                                 92835          Single Family
           16218209                       0                       0.25                                             6.25          MARINA DEL REY                                    CA                                 90292          Condominium
           16218210                       0                       0.25                                             6.25          COTO DE CAZA                                      CA                                 92679          PUD
           16218211                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90064          Single Family
           16218212                       0                       0.25                                             6.25          HUNTINGTON BEACH                                  CA                                 92648          Single Family
           16218213                       0                       0.25                                            6.375          FAIRFAX                                           VA                                 22033          PUD
           16218214                       0                       0.25                                             6.25          PALMDALE                                          CA                                 93550          Single Family
           16218215                       0                       0.25                                             6.25          SANTA MONICA                                      CA                                 90405          Condominium
           16218216                       0                       0.25                                                6          HUNTINGTON BEACH                                  CA                                 92649          PUD
           16218217                       0                       0.25                                            6.875          LADERA RANCH                                      CA                                 92694          Condominium
           16218218                       0                       0.25                                            5.875          CLARKSBURG                                        MD                                 20871          PUD
           16218256                       0                       0.25                                              6.5          VALLEJO                                           CA                                 94591          Single Family
           16218257                       0                       0.25                                              6.5          ANAHEIM                                           CA                                 92807          Single Family
           16218258                       0                       0.25                                            5.625          TUSTIN                                            CA                                 92782          Condominium
           16218259                       0                       0.25                                            5.125          DUBLIN                                            CA                                 94568          PUD
           16218260                       0                       0.25                                            5.875          REDMOND                                           WA                                 98053          PUD
           16218261                       0                       0.25                                            6.375          LADERA RANCH                                      CA                                 92694          Condominium
           16218262                       0                       0.25                                            5.875          MILPITAS                                          CA                                 95035          Single Family
           16218263                       0                       0.25                                             6.75          ROCKWALL                                          TX                                 75032          PUD
           16218264                       0                       0.25                                             5.75          ORANGE                                            CA                                 92867          Single Family
           16218265                       0                       0.25                                            6.375          CARLSBAD                                          CA                                 92010          Single Family
           16218266                       0                       0.25                                              6.5          RANCHO PALOS VERDES                               CA                                 90275          Single Family
           16218267                       0                       0.25                                            5.875          IRVINE                                            CA                                 92603          Condominium
           16218268                       0                       0.25                                            5.625          WASHINGTON                                        DC                                 20009          2-4 Family
           16218269                       0                       0.25                                              5.5          LA CRESCENTA                                      CA                                 91214          Single Family
           16218253                       0                       0.25                                              6.5          NORTH VENICE                                      FL                                 34275          Condominium
           16218270                       0                       0.25                                             6.25          CYPRESS                                           CA                                 90630          Single Family
           16218271                       0                       0.25                                             6.75          WHITTIER                                          CA                                 90604          Single Family
           16218272                       0                       0.25                                                6          SAN RAMON                                         CA                                 94583          Single Family
           16218273                       0                       0.25                                            6.125          AURORA                                            CO                                 80016          PUD
           16218274                       0                       0.25                                            6.125          SANTA CLARITA                                     CA                                 91354          PUD
           16218275                       0                       0.25                                            5.875          SAN DIEGO                                         CA                                 92115          Single Family
           16218276                       0                       0.25                                            7.375          REDONDO BEACH                                     CA                                 90277          Single Family
           16218277                       0                       0.25                                            6.875          LOS ANGELES                                       CA                                 90048          Single Family
           16218278                       0                       0.25                                            6.375          WEST PALM BEACH                                   FL                                 33411          PUD
           16218279                       0                       0.25                                            5.875          ROCKVILLE                                         MD                                 20850          PUD
           16218280                       0                       0.25                                             6.25          SHREWSBURY                                        MA                                  1545          Single Family
           16218281                       0                       0.25                                                6          LOS ANGELES                                       CA                                 90025          Condominium
           16218282                       0                       0.25                                            5.875          MENLO PARK                                        CA                                 94025          Single Family
           16218283                       0                       0.25                                            6.125          INDIANAPOLIS                                      IN                                 46204          Condominium
           16218284                       0                       0.25                                            6.625          AUGUSTA                                           MI                                 49012          Single Family
           16218285                       0                       0.25                                            5.625          OSSINING                                          NY                                 10562          Single Family
           16218286                       0                       0.25                                            6.375          DUVALL                                            WA                                 98019          PUD
           16218287                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90039          Single Family
           16218288                       0                       0.25                                             6.25          CHESAPEAKE                                        VA                                 23323          PUD
           16218289                       0                       0.25                                            5.875          WOODLAND HILLS                                    CA                                 91364          Single Family
           16218290                       0                       0.25                                              6.5          CHANDLER                                          AZ                                 85249          PUD
           16218291                       0                       0.25                                            6.625          DALY CITY                                         CA                                 94014          Single Family
           16218292                       0                       0.25                                                6          LAS VEGAS                                         NV                                 89178          PUD
           16218293                       0                       0.25                                             6.75          SAN PEDRO                                         CA                                 90731          Single Family
           16218294                       0                       0.25                                            6.875          WELLINGTON                                        FL                                 33414          PUD
           16218295                       0                       0.25                                            6.125          LAKE WYLIE                                        SC                                 29710          Single Family
           16218296                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 91307          Single Family
           16218297                       0                       0.25                                             6.25          SAN FRANCISCO                                     CA                                 94103          Condominium
           16218298                       0                       0.25                                             6.75          MARINA                                            CA                                 93933          Single Family
           16218299                       0                       0.25                                             6.25          ORANGE                                            CA                                 92867          Single Family
           16218254                       0                       0.25                                                6          REDONDO BEACH                                     CA                                 90278          Condominium
           16218255                       0                       0.25                                            5.875          HENDERSON                                         NV                                 89015          PUD
           16199805                       0                       0.25                                              5.5          MONTGOMERY TOWNSHIP                               NJ                                  8502          Single Family
           16199806                       0                       0.25                                            6.375          TEMPLETON                                         CA                                 93465          Single Family
           16199807                       0                       0.25                                            6.125          POWAY                                             CA                                 92064          PUD
           16199808                       0                       0.25                                                7          SEBASTOPOL                                        CA                                 95472          Single Family
           16199809                       0                       0.25                                              6.5          LA QUINTA                                         CA                                 92253          Condominium
           16199810                       0                       0.25                                              6.5          SAN CLEMENTE                                      CA                                 92672          Condominium
           16199811                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 90048          Condominium
           16199812                       0                       0.25                                            6.375          PALM SPRINGS                                      CA                                 92264          Single Family
           16199813                       0                       0.25                                            5.875          SAN JOSE                                          CA                                 95132          Single Family
           16199814                       0                       0.25                                             6.25          LA QUINTA                                         CA                                 92253          PUD
           16199815                       0                       0.25                                              6.5          NAPA                                              CA                                 94558          Single Family
           16199816                       0                       0.25                                             6.25          FAIR OAKS                                         CA                                 95628          Single Family
           16199817                       0                       0.25                                              6.5          SAN DIEGO                                         CA                                 92115          Single Family
           16199818                       0                       0.25                                              6.5          PIGEON FORGE                                      TN                                 37863          Single Family
           16199819                       0                       0.25                                            6.375          DANA POINT                                        CA                                 92624          Single Family
           16199820                       0                       0.25                                            6.625          FOLSOM                                            CA                                 95762          Single Family
           16199821                       0                       0.25                                            6.375          SAN CLEMENTE                                      CA                                 92673          PUD
           16199822                       0                       0.25                                            5.875          OCEANSIDE                                         CA                                 92054          Condominium
           16199823                       0                       0.25                                              6.5          OXNARD                                            CA                                 93036          PUD
           16199824                       0                       0.25                                              6.5          LITHIA                                            FL                                 33547          PUD
           16199825                       0                       0.25                                             6.25          TUSTIN                                            CA                                 92780          Single Family
           16199826                       0                       0.25                                            6.375          WINDSOR                                           CA                                 95492          PUD
           16199827                       0                       0.25                                             6.25          WESTMINSTER                                       CO                                 80234          Single Family
           16199829                       0                       0.25                                            6.125          SAN JOSE                                          CA                                 95136          PUD
           16199830                       0                       0.25                                            6.625          MIAMI                                             FL                                 33176          Single Family
           16199831                       0                       0.25                                            5.875          OCEAN CITY                                        NJ                                  8226          Condominium
           16199832                       0                       0.25                                            6.125          LA QUINTA                                         CA                                 92253          PUD
           16199833                       0                       0.25                                            6.375          FAIR OAKS                                         CA                                 95628          Single Family
           16199834                       0                       0.25                                            6.375          NORTHRIDGE                                        CA                                 91326          Single Family
           16199835                       0                       0.25                                            5.875          PHOENIX                                           AZ                                 85018          Single Family
           16199836                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95117          Single Family
           16199837                       0                       0.25                                            6.375          PLAYA VISTA                                       CA                                 90094          Condominium
           16199838                       0                       0.25                                                6          IRVINE                                            CA                                 92602          PUD
           16199839                       0                       0.25                                            6.875          LA CRESCENTA                                      CA                                 91214          Single Family
           16199840                       0                       0.25                                             6.25          SAN DIEGO                                         CA                                 92117          Single Family
           16199841                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90036          2-4 Family
           16199842                       0                       0.25                                            6.375          BERKELEY                                          CA                                 94705          Single Family
           16199843                       0                       0.25                                            6.625          RIVERSIDE                                         CA                                 92506          Single Family
           16199844                       0                       0.25                                             6.25          PEMBROKE PINES                                    FL                                 33028          PUD
           16199845                       0                       0.25                                              6.5          SANTA BARBARA                                     CA                                 93101          Single Family
           16199846                       0                       0.25                                             6.25          PLEASANTON                                        CA                                 94566          PUD
           16199847                       0                       0.25                                            6.375          WESTLAKE VILLAGE                                  CA                                 91361          PUD
           16199848                       0                       0.25                                            6.375          FALLBROOK                                         CA                                 92028          PUD
           16199849                       0                       0.25                                              6.5          WASHINGTON TOWNSHIP                               NJ                                  8691          Single Family
           16199850                       0                       0.25                                              6.5          PLEASANT HILL                                     CA                                 94523          Single Family
           16199851                       0                       0.25                                            6.375          SANTA BARBARA                                     CA                                 93103          Condominium
           16199852                       0                       0.25                                            6.125          TRACY                                             CA                                 95304          Single Family
           16199853                       0                       0.25                                            6.125          EVERGREEN                                         CO                                 80439          Single Family
           16199854                       0                       0.25                                            5.875          ALEXANDRIA                                        VA                                 22308          Single Family
           16199855                       0                       0.25                                                6          MINNETRISTA                                       MN                                 55364          Single Family
           16199795                       0                       0.25                                            6.375          COTO DE CAZA                                      CA                                 92679          Condominium
           16199796                       0                       0.25                                            6.125          SAN FRANCISCO                                     CA                                 94107          Condominium
           16199797                       0                       0.25                                             6.25          MILL VALLEY                                       CA                                 94941          Single Family
           16199798                       0                       0.25                                            6.375          ALEXANDRIA                                        VA                                 22302          Single Family
           16199799                       0                       0.25                                             6.25          EAGLE-VAIL                                        CO                                 81620          PUD
           16199705                       0                       0.25                                            6.375          AURORA                                            CO                                 80016          PUD
           16199706                       0                       0.25                                            5.875          LOS ANGELES                                       CA                                 91352          Single Family
           16199707                       0                       0.25                                            6.625          SAN BUENAVENTURA                                  CA                                 93004          Single Family
           16199708                       0                       0.25                                            6.625          SAN CLEMENTE                                      CA                                 92673          PUD
           16199709                       0                       0.25                                             6.25          TRACY                                             CA                                 95304          Single Family
           16199710                       0                       0.25                                            6.375          LONG BEACH                                        CA                                 90808          Condominium
           16199711                       0                       0.25                                            6.125          LOS ANGELES                                       CA                                 90066          Single Family
           16199712                       0                       0.25                                            6.375          SAN JOSE                                          CA                                 95131          Single Family
           16199713                       0                       0.25                                            6.375          VALLEY CENTER                                     CA                                 92082          PUD
           16199714                       0                       0.25                                                6          ROBBINSVILLE                                      NJ                                  8691          Single Family
           16199715                       0                       0.25                                              6.5          HAIKU                                             HI                                 96708          Single Family
           16199716                       0                       0.25                                              6.5          LA MESA                                           CA                                 91941          Single Family
           16199717                       0                       0.25                                            6.125          BRONX                                             NY                                 10463          CO-OP
           16199718                       0                       0.25                                            6.625          SAN DIEGO                                         CA                                 92122          Single Family
           16199719                       0                       0.25                                            6.625          CROWLEY LAKE                                      CA                                 93546          Single Family
           16199700                       0                       0.25                                              6.5          PETALUMA                                          CA                                 94954          Single Family
           16199701                       0                       0.25                                            6.625          LA MESA                                           CA                                 91942          Single Family
           16199702                       0                       0.25                                             6.25          RANCHO CUCAMONGA                                  CA                                 91737          Single Family
           16199703                       0                       0.25                                            6.375          MARTINEZ                                          CA                                 94553          Single Family
           16199704                       0                       0.25                                            6.375          TIBURON                                           CA                                 94920          Single Family
           16199787                       0                       0.25                                            5.875          SAN JOSE                                          CA                                 95101          Single Family
           16199788                       0                       0.25                                            6.375          PALM DESERT                                       CA                                 92260          Condominium
           16199789                       0                       0.25                                            6.625          RANCHO CUCAMONGA                                  CA                                 91737          Single Family
           16199790                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95129          PUD
           16199791                       0                       0.25                                              6.5          CAMPBELL                                          CA                                 95008          Single Family
           16199792                       0                       0.25                                            6.125          MIAMI                                             FL                                 33156          Single Family
           16199793                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 90045          Single Family
           16199794                       0                       0.25                                             6.25          CARY                                              NC                                 27519          PUD
           16199690                       0                       0.25                                            6.625          MOORPARK                                          CA                                 93021          PUD
           16199691                       0                       0.25                                             6.25          VALLEJO                                           CA                                 94591          Single Family
           16199692                       0                       0.25                                            6.375          HERMOSA BEACH                                     CA                                 90254          Condominium
           16199693                       0                       0.25                                             6.75          BURBANK                                           CA                                 91505          Single Family
           16199694                       0                       0.25                                            6.375          WARREN                                            NJ                                  7059          Single Family
           16199695                       0                       0.25                                             6.25          COTO DE CAZA                                      CA                                 92679          PUD
           16199696                       0                       0.25                                              5.5          CLOVIS                                            CA                                 93611          Single Family
           16199697                       0                       0.25                                              6.5          OXNARD AREA                                       CA                                 93035          Single Family
           16199698                       0                       0.25                                             6.75          CASTLE ROCK                                       CO                                 80104          PUD
           16199699                       0                       0.25                                            6.375          LAGUNA NIGUEL                                     CA                                 92677          PUD
           16199680                       0                       0.25                                            6.125          ENCINO AREA LOS ANGELES                           CA                                 91316          Single Family
           16199681                       0                       0.25                                              6.5          ALPHARETTA                                        GA                                 30005          PUD
           16199682                       0                       0.25                                            6.625          REDONDO BEACH                                     CA                                 90278          Single Family
           16199683                       0                       0.25                                            6.625          GLENDALE                                          CA                                 91207          Single Family
           16199684                       0                       0.25                                             6.75          BENICIA                                           CA                                 94510          Single Family
           16199685                       0                       0.25                                            6.375          OAK PARK                                          CA                                 91377          PUD
           16199686                       0                       0.25                                             6.75          ALTADENA AREA                                     CA                                 91001          Single Family
           16199687                       0                       0.25                                              6.5          MARBLE FALLS                                      TX                                 78654          PUD
           16199688                       0                       0.25                                            6.125          BOULDER                                           CO                                 80302          Single Family
           16199689                       0                       0.25                                            6.375          WEST HILLS AREA LOS ANGEL                         CA                                 91304          Single Family
           16199663                       0                       0.25                                            6.375          JASPER                                            AL                                 35504          Single Family
           16199664                       0                       0.25                                            7.375          HACIENDA HEIGHTS AREA                             CA                                 91745          Single Family
           16199665                       0                       0.25                                             6.25          MODESTO                                           CA                                 95355          Single Family
           16199666                       0                       0.25                                             5.75          HUNTINGTON BEACH                                  CA                                 92647          Single Family
           16199667                       0                       0.25                                              6.5          GILBERT                                           AZ                                 85296          PUD
           16199668                       0                       0.25                                            6.375          SCOTTSDALE                                        AZ                                 85262          PUD
           16199669                       0                       0.25                                            6.375          PHOENIX                                           AZ                                 85018          Single Family
           16199670                       0                       0.25                                              6.5          CARMEL VALLEY                                     CA                                 93924          Single Family
           16199671                       0                       0.25                                            5.875          CARLSBAD                                          CA                                 92011          PUD
           16199672                       0                       0.25                                            6.125          LAKE ELSINORE                                     CA                                 92532          PUD
           16199673                       0                       0.25                                              6.5          PHOENIX                                           AZ                                 85016          Single Family
           16199674                       0                       0.25                                              6.5          IRVINE                                            CA                                 92612          PUD
           16199675                       0                       0.25                                             6.25          ANAHEIM                                           CA                                 92804          Single Family
           16199676                       0                       0.25                                            6.375          MARCO ISLAND                                      FL                                 34145          Single Family
           16199677                       0                       0.25                                            6.375          ORLANDO                                           FL                                 32819          Single Family
           16199678                       0                       0.25                                              6.5          LOS ANGELES                                       CA                                 91367          Single Family
           16199679                       0                       0.25                                            6.375          COSTA MESA                                        CA                                 92626          Single Family
           16199753                       0                       0.25                                             5.75          SANTA CLARA                                       CA                                 95054          Condominium
           16199754                       0                       0.25                                                6          MIAMI                                             FL                                 33139          Condominium
           16199760                       0                       0.25                                            6.125          BIDDEFORD                                         ME                                  4005          Single Family
           16199762                       0                       0.25                                              6.5          LAHAINA                                           HI                                 96761          Condominium
           16199763                       0                       0.25                                            6.375          CARPINTERIA                                       CA                                 93013          Single Family
           16199764                       0                       0.25                                             5.75          SAN JOSE                                          CA                                 95111          Single Family
           16199765                       0                       0.25                                              6.5          MORGAN HILL                                       CA                                 95037          Single Family
           16199766                       0                       0.25                                            6.625          SANTA ROSA                                        CA                                 95401          PUD
           16199767                       0                       0.25                                             6.25          ROSEVILLE                                         CA                                 95747          Single Family
           16199768                       0                       0.25                                             6.25          HAWTHORNE                                         CA                                 90250          Single Family
           16199769                       0                       0.25                                             6.25          CORONA                                            CA                                 92882          Single Family
           16199770                       0                       0.25                                            6.375          SAN MARCOS                                        CA                                 92078          PUD
           16199771                       0                       0.25                                            6.375          PLEASANT HILL                                     CA                                 94523          Single Family
           16199772                       0                       0.25                                                6          CHULA VISTA                                       CA                                 91913          PUD
           16199773                       0                       0.25                                            6.125          IRVINE                                            CA                                 92620          PUD
           16199774                       0                       0.25                                             6.25          GREENWICH                                         CT                                  6830          Single Family
           16199775                       0                       0.25                                                6          LAKE FOREST                                       IL                                 60045          Single Family
           16199776                       0                       0.25                                              6.5          SANTA FE SPRINGS                                  CA                                 90670          Single Family
           16199777                       0                       0.25                                              6.5          BLUFFTON                                          SC                                 29910          PUD
           16199778                       0                       0.25                                            6.375          MISSION VIEJO                                     CA                                 92692          PUD
           16199779                       0                       0.25                                            6.375          TOPANGA                                           CA                                 90290          Single Family
           16199780                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 90048          Condominium
           16199781                       0                       0.25                                            6.375          LONG BEACH                                        CA                                 90806          Single Family
           16199782                       0                       0.25                                             6.25          NEWBURY PARK                                      CA                                 91320          Single Family
           16199783                       0                       0.25                                            6.375          KAMUELA                                           HI                                 96743          Condominium
           16199784                       0                       0.25                                            6.125          FAIR OAKS                                         CA                                 95628          Single Family
           16199785                       0                       0.25                                            6.375          LANCASTER                                         CA                                 93536          Single Family
           16199786                       0                       0.25                                            6.375          LONGWOOD                                          FL                                 32779          PUD
           16199755                       0                       0.25                                            6.375          CARLSBAD                                          CA                                 92009          PUD
           16199756                       0                       0.25                                             6.25          LADERA RANCH AREA                                 CA                                 92694          PUD
           16199757                       0                       0.25                                            6.625          LOS ANGELES                                       CA                                 90013          Condominium
           16199758                       0                       0.25                                             6.25          SEATTLE                                           WA                                 98109          Single Family
           16199759                       0                       0.25                                              6.5          SAN LUIS OBISPO                                   CA                                 93401          Single Family
           16199632                       0                       0.25                                             6.25          PALM SPRINGS                                      CA                                 92264          Condominium
           16199633                       0                       0.25                                             5.75          DALLAS                                            TX                                 75206          Single Family
           16199634                       0                       0.25                                             5.75          SACRAMENTO                                        CA                                 95829          Single Family
           16199635                       0                       0.25                                            5.875          CORNELIUS                                         NC                                 28031          Single Family
           16199636                       0                       0.25                                            6.125          SAN JOSE                                          CA                                 95129          Condominium
           16199637                       0                       0.25                                              6.5          CASTLE ROCK                                       CO                                 80108          PUD
           16199638                       0                       0.25                                              6.5          LOMPOC                                            CA                                 93436          PUD
           16199639                       0                       0.25                                                6          LOMPOC                                            CA                                 93436          PUD
           16199640                       0                       0.25                                                6          SAN DIEGO                                         CA                                 92127          PUD
           16199641                       0                       0.25                                            5.875          SANTA CLARITA                                     CA                                 91354          Condominium
           16199642                       0                       0.25                                            6.125          COSTA MESA                                        CA                                 92627          Single Family
           16199643                       0                       0.25                                                6          INGLEWOOD                                         CA                                 90305          PUD
           16199644                       0                       0.25                                                6          INGLEWOOD                                         CA                                 90305          PUD
           16199645                       0                       0.25                                                6          INGLEWOOD                                         CA                                 90305          PUD
           16199646                       0                       0.25                                                6          OAKLEY                                            CA                                 94561          Single Family
           16199647                       0                       0.25                                             6.75          COOLIDGE                                          AZ                                 85228          Single Family
           16199648                       0                       0.25                                            6.125          HUNTINGTON BEACH                                  CA                                 92646          Single Family
           16199649                       0                       0.25                                              6.5          ST AUGUSTINE                                      FL                                 32084          Single Family
           16199650                       0                       0.25                                            6.625          NEWPORT BEACH                                     CA                                 92625          PUD
           16199651                       0                       0.25                                              6.5          PARKER                                            CO                                 80134          Single Family
           16199652                       0                       0.25                                            6.375          HUGHESVILLE                                       MD                                 20637          Single Family
           16199653                       0                       0.25                                             6.25          WASHINGTON                                        DC                                 20001          Single Family
           16199654                       0                       0.25                                            6.375          GAITHERSBURG                                      MD                                 20878          PUD
           16199655                       0                       0.25                                            6.125          NEWPORT                                           RI                                  2840          Single Family
           16199656                       0                       0.25                                             6.25          TEMECULA                                          CA                                 92592          PUD
           16199657                       0                       0.25                                              6.5          WALNUT CREEK                                      CA                                 94596          Single Family
           16199658                       0                       0.25                                            6.125          PLEASANTON                                        CA                                 94566          Single Family
           16199659                       0                       0.25                                            6.625          PALM BEACH GARDENS                                FL                                 33418          Single Family
           16199660                       0                       0.25                                             6.25          MANHATTAN BEACH                                   CA                                 90266          Single Family
           16199661                       0                       0.25                                             6.25          RIVER FOREST                                      IL                                 60305          Single Family
           16199662                       0                       0.25                                                6          BETHESDA                                          MD                                 20817          Single Family
           16199723                       0                       0.25                                              6.5          KOLOA                                             HI                                 96756          Single Family
           16199724                       0                       0.25                                            6.125          SAN FRANCISCO                                     CA                                 94105          Condominium
           16199725                       0                       0.25                                             6.25          BEVERLY HILLS                                     CA                                 90211          Single Family
           16199726                       0                       0.25                                            5.875          INGLEWOOD                                         CA                                 90305          PUD
           16199727                       0                       0.25                                                6          INGLEWOOD                                         CA                                 90305          PUD
           16199728                       0                       0.25                                            6.125          TORRANCE                                          CA                                 90503          Condominium
           16199729                       0                       0.25                                            6.125          LOS ANGELES                                       CA                                 90049          Condominium
           16199730                       0                       0.25                                            6.375          TIGARD                                            OR                                 97224          Single Family
           16199731                       0                       0.25                                             5.75          RANCHO CUCAMONGA                                  CA                                 91701          Single Family
           16199732                       0                       0.25                                            6.125          STERLING                                          VA                                 20165          PUD
           16199733                       0                       0.25                                            6.375          TORRANCE                                          CA                                 90503          Single Family
           16199734                       0                       0.25                                              6.5          KILL DEVIL HILLS                                  NC                                 27948          Single Family
           16199735                       0                       0.25                                              6.5          LOS BANOS                                         CA                                 93635          Single Family
           16199736                       0                       0.25                                            6.375          SAN CLEMENTE                                      CA                                 92673          PUD
           16199737                       0                       0.25                                            5.875          CHULA VISTA                                       CA                                 91913          PUD
           16199738                       0                       0.25                                             5.25          LITTLETON                                         CO                                 80123          PUD
           16199739                       0                       0.25                                             6.25          REDONDO BEACH                                     CA                                 90277          Single Family
           16199740                       0                       0.25                                            6.375          LIVERMORE                                         CA                                 94550          Single Family
           16199741                       0                       0.25                                            6.375          CONCORD                                           CA                                 94518          Single Family
           16199742                       0                       0.25                                              6.5          SANTEE                                            CA                                 92071          Single Family
           16199743                       0                       0.25                                                6          PALOS VERDES ESTATES                              CA                                 90274          Single Family
           16199744                       0                       0.25                                            5.875          KETCHUM                                           ID                                 83340          PUD
           16199745                       0                       0.25                                            6.375          SIGNAL HILL                                       CA                                 90755          Condominium
           16199746                       0                       0.25                                                6          PINECREST                                         FL                                 33156          Single Family
           16199747                       0                       0.25                                            6.625          BURBANK                                           CA                                 91505          Single Family
           16199748                       0                       0.25                                             6.25          HOPEWELL JUNCTION                                 NY                                 12533          Single Family
           16199749                       0                       0.25                                             6.25          SCOTTSDALE                                        AZ                                 85262          PUD
           16199750                       0                       0.25                                             6.25          OXNARD                                            CA                                 93030          Condominium
           16199751                       0                       0.25                                            6.375          GRANITE BAY                                       CA                                 95746          PUD
           16199752                       0                       0.25                                             6.25          LAGUNA NIGUEL                                     CA                                 92677          PUD
           16199720                       0                       0.25                                                6          WOODSBORO                                         MD                                 21798          Single Family
           16199721                       0                       0.25                                            6.375          SAN DIEGO                                         CA                                 92115          PUD
           16199722                       0                       0.25                                             6.25          VISTA                                             CA                                 92083          Single Family
           16232382                       0                       0.25                                             5.75          LONG BEACH                                        CA                                 90803          Condominium
           16199856                       0                       0.25                                            6.375          NEW YORK                                          NY                                 10003          CO-OP
           16199857                       0                       0.25                                                7          SUNNY ISLES BEACH                                 FL                                 33160          Condominium
           16199800                       0                       0.25                                             6.25          SIMI VALLEY                                       CA                                 93065          PUD
           16199801                       0                       0.25                                             6.25          DUARTE                                            CA                                 91010          Single Family
           16199802                       0                       0.25                                            5.875          SANTA CLARA                                       CA                                 95050          Single Family
           16199803                       0                       0.25                                            6.125          SNOWMASS VILLAGE                                  CO                                 81615          PUD
           16199804                       0                       0.25                                              6.5          TUJUNGA                                           CA                                 91042          Single Family
           16218700                       0                       0.25                                            6.625          LAS VEGAS                                         NV                                 89128          PUD
           16218701                       0                       0.25                                             6.25          MENLO PARK                                        CA                                 94025          Single Family
           16218702                       0                       0.25                                            6.625          SANTA ROSA                                        CA                                 95404          Single Family
           16218703                       0                       0.25                                             6.25          SIMI VALLEY                                       CA                                 93063          Single Family
           16218704                       0                       0.25                                                7          PALMDALE                                          CA                                 93551          Single Family
           16218705                       0                       0.25                                            6.875          SANTA MONICA                                      CA                                 90405          Single Family
           16218706                       0                       0.25                                                7          WELLINGTON                                        FL                                 33414          PUD
           16218707                       0                       0.25                                              6.5          FULLERTON                                         CA                                 92833          PUD
           16218708                       0                       0.25                                            5.875          DECATUR                                           GA                                 30033          Single Family
           16218709                       0                       0.25                                            6.375          LOS ANGELES                                       CA                                 90005          Single Family
           16218710                       0                       0.25                                              6.5          BERNARDS                                          NJ                                  7920          Single Family
           16218711                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90024          Condominium
           16218712                       0                       0.25                                            5.625          MURRIETA                                          CA                                 92563          PUD
           16218713                       0                       0.25                                             6.25          SARATOGA                                          CA                                 95070          Single Family
           16218714                       0                       0.25                                            5.875          SANTA ROSA                                        CA                                 95404          Single Family
           16218715                       0                       0.25                                             6.25          FOLSOM                                            CA                                 95630          Single Family
           16218716                       0                       0.25                                             6.75          MIRAMAR BEACH                                     FL                                 32550          Condominium
           16218717                       0                       0.25                                            6.125          SAN CLEMENTE                                      CA                                 92673          PUD
           16218718                       0                       0.25                                            6.375          NEEDHAM                                           MA                                  2494          Single Family
           16218719                       0                       0.25                                              6.5          BURLINGAME                                        CA                                 94010          Single Family
           16218720                       0                       0.25                                            6.625          LAKE ELSINORE                                     CA                                 92532          PUD
           16218721                       0                       0.25                                              6.5          SAN FRANCISCO                                     CA                                 94132          Condominium
           16218722                       0                       0.25                                            6.375          FULLERTON                                         CA                                 92833          Condominium
           16218723                       0                       0.25                                                7          BOSTON                                            MA                                  2116          Condominium
           16218724                       0                       0.25                                            6.625          WEST HOLLYWOOD                                    CA                                 90046          Condominium
           16218725                       0                       0.25                                            6.875          LAKE WORTH                                        FL                                 33467          PUD
           16218624                       0                       0.25                                              6.5          HENDERSON                                         NV                                 89052          PUD
           16218625                       0                       0.25                                                6          KIRKLAND                                          WA                                 98033          Single Family
           16218626                       0                       0.25                                             6.25          ENCINITAS                                         CA                                 92024          PUD
           16218627                       0                       0.25                                            6.125          ENCINITAS                                         CA                                 92024          PUD
           16218628                       0                       0.25                                            6.125          POWAY                                             CA                                 92064          Single Family
           16218629                       0                       0.25                                            6.625          HENDERSON                                         NV                                 89052          Single Family
           16218630                       0                       0.25                                            6.375          OAKLAND                                           CA                                 94612          Condominium
           16218631                       0                       0.25                                              7.5          CAMBRIDGE                                         MA                                  2138          2-4 Family
           16218632                       0                       0.25                                                6          CARLSBAD                                          CA                                 92010          Condominium
           16218633                       0                       0.25                                            6.125          SAN CLEMENTE                                      CA                                 92672          PUD
           16218634                       0                       0.25                                             6.25          HOBOKEN                                           NJ                                  7030          Condominium
           16218635                       0                       0.25                                            6.125          CAMBRIDGE                                         MA                                  2139          Condominium
           16218636                       0                       0.25                                            6.375          VALLEY CENTER                                     CA                                 92082          PUD
           16218637                       0                       0.25                                            6.375          CARLSBAD                                          CA                                 92009          PUD
           16218638                       0                       0.25                                                6          BOSTON                                            MA                                  2130          Single Family
           16218639                       0                       0.25                                             6.25          LA MIRADA                                         CA                                 90638          PUD
           16218640                       0                       0.25                                             6.25          RYE                                               NY                                 10580          Single Family
           16218641                       0                       0.25                                            6.375          NORTH BERGEN                                      NJ                                  7047          Condominium
           16218642                       0                       0.25                                             5.75          MOUNT PLEASANT                                    SC                                 29464          PUD
           16218643                       0                       0.25                                             6.75          FORT LAUDERDALE                                   FL                                 33301          PUD
           16218644                       0                       0.25                                              6.5          COPPEROPOLIS                                      CA                                 95228          PUD
           16218645                       0                       0.25                                            6.125          BOISE                                             ID                                 83714          PUD
           16218646                       0                       0.25                                            5.875          TENAFLY                                           NJ                                  7670          Single Family
           16218647                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90049          Single Family
           16218648                       0                       0.25                                            5.875          SAN JOSE                                          CA                                 95121          Single Family
           16218649                       0                       0.25                                             6.25          BEDMINSTER                                        NJ                                  7921          PUD
           16218650                       0                       0.25                                             5.75          EL CAJON                                          CA                                 92021          Single Family
           16218651                       0                       0.25                                            5.875          NEW YORK                                          NY                                 10012          CO-OP
           16218652                       0                       0.25                                              6.5          EVANSTON                                          IL                                 60201          Single Family
           16218653                       0                       0.25                                            6.125          WICHITA                                           KS                                 67205          PUD
           16218654                       0                       0.25                                             5.75          PARK CITY                                         UT                                 84098          Single Family
           16218655                       0                       0.25                                            6.375          EDWARDS                                           CO                                 81632          PUD
           16218656                       0                       0.25                                             6.75          PRINCEVILLE                                       HI                                 96722          Condominium
           16218657                       0                       0.25                                            6.625          THOUSAND OAKS                                     CA                                 91361          Single Family
           16218658                       0                       0.25                                            5.875          SOLANA BEACH                                      CA                                 92075          PUD
           16218659                       0                       0.25                                            6.875          BOULDER CITY                                      NV                                 89005          Single Family
           16218660                       0                       0.25                                            6.375          RENO                                              NV                                 89523          PUD
           16218661                       0                       0.25                                                6          BROOMFIELD                                        CO                                 80020          PUD
           16218662                       0                       0.25                                            6.125          DEPOE BAY                                         OR                                 97341          Single Family
           16218663                       0                       0.25                                             6.75          OCEANSIDE                                         CA                                 92057          Single Family
           16218664                       0                       0.25                                            6.375          LAS VEGAS                                         NV                                 89147          PUD
           16218665                       0                       0.25                                            6.125          CONCORD                                           CA                                 94521          PUD
           16218666                       0                       0.25                                            7.125          BRONX                                             NY                                 10465          2-4 Family
           16218667                       0                       0.25                                             6.25          HUNTINGTON BEACH                                  CA                                 92646          Single Family
           16218668                       0                       0.25                                            6.375          OCEAN CITY                                        NJ                                  8226          Single Family
           16218669                       0                       0.25                                             5.25          SAN CARLOS                                        CA                                 94070          Single Family
           16218670                       0                       0.25                                                6          SANTA BARBARA                                     CA                                 93111          Single Family
           16218671                       0                       0.25                                             6.25          FRISCO                                            TX                                 75034          PUD
           16218672                       0                       0.25                                            6.375          IMPERIAL BEACH                                    CA                                 91932          Condominium
           16218673                       0                       0.25                                            6.375          ENCINO                                            CA                                 91316          Condominium
           16218674                       0                       0.25                                            5.875          BURBANK                                           CA                                 91501          Single Family
           16218675                       0                       0.25                                            6.375          BROOKFIELD                                        CT                                  6804          Single Family
           16218676                       0                       0.25                                              6.5          VALENCIA                                          CA                                 91354          PUD
           16218677                       0                       0.25                                             6.25          SANTA YNEZ                                        CA                                 93460          Single Family
           16218678                       0                       0.25                                            6.125          ROWLAND HEIGHTS                                   CA                                 91748          Single Family
           16218679                       0                       0.25                                             7.25          CAPE CORAL                                        FL                                 33904          Single Family
           16218680                       0                       0.25                                             6.25          BASKING RIDGE                                     NJ                                  7920          Single Family
           16218681                       0                       0.25                                            5.875          SANTA ANA                                         CA                                 92705          Single Family
           16218682                       0                       0.25                                            6.125          POUND RIDGE                                       NY                                 10576          Single Family
           16218683                       0                       0.25                                            6.875          LA MESA                                           CA                                 91941          Single Family
           16218684                       0                       0.25                                            6.125          IRVINE                                            CA                                 92620          Condominium
           16218685                       0                       0.25                                            6.625          MILPITAS                                          CA                                 95035          Condominium
           16218686                       0                       0.25                                             6.25          OXNARD                                            CA                                 93030          Single Family
           16218687                       0                       0.25                                            6.625          LAS VEGAS                                         NV                                 89135          PUD
           16218688                       0                       0.25                                                7          SAN JOSE                                          CA                                 95112          Condominium
           16218689                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95123          Single Family
           16218690                       0                       0.25                                              6.5          HAYWARD                                           CA                                 94544          Single Family
           16218691                       0                       0.25                                              6.5          BEAVERTON                                         OR                                 97007          Single Family
           16218692                       0                       0.25                                            7.125          SAN FRANCISCO                                     CA                                 94112          Single Family
           16218693                       0                       0.25                                             6.25          OCEAN CITY                                        NJ                                  8226          Condominium
           16218694                       0                       0.25                                             6.25          VALLEY CENTER                                     CA                                 92082          Single Family
           16218695                       0                       0.25                                             6.25          LA MIRADA                                         CA                                 90638          Single Family
           16218696                       0                       0.25                                              6.5          LONG BEACH                                        CA                                 90808          Single Family
           16218697                       0                       0.25                                             6.75          BURLINGAME                                        CA                                 94010          Single Family
           16218608                       0                       0.25                                                5          BRENTWOOD                                         CA                                 94513          Single Family
           16218609                       0                       0.25                                              6.5          CAPTAIN COOK                                      HI                                 96704          Single Family
           16218698                       0                       0.25                                             6.25          TEMECULA                                          CA                                 92592          PUD
           16218699                       0                       0.25                                            6.375          GLENDALE                                          CA                                 91202          Single Family
           16223053                       0                       0.25                                            6.875          ITASCA                                            IL                                 60143          Single Family
           16223054                       0                       0.25                                             6.25          BONITA SPRINGS                                    FL                                 34135          PUD
           16223055                       0                       0.25                                            6.375          MORGAN HILL                                       CA                                 95037          PUD
           16223056                       0                       0.25                                            6.125          CAMBRIDGE                                         MA                                  2139          Condominium
           16223057                       0                       0.25                                            6.125          CAMBRIDGE                                         MA                                  2139          Condominium
           16223058                       0                       0.25                                            6.375          ISSAQUAH                                          WA                                 98027          PUD
           16223059                       0                       0.25                                              6.5          MIDDLE TWP/STONE HARBOR                           NJ                                  8247          Condominium
           16218610                       0                       0.25                                            6.625          NORWOOD                                           MA                                  2062          Condominium
           16218611                       0                       0.25                                             6.75          LEESBURG                                          VA                                 20175          PUD
           16218612                       0                       0.25                                            6.375          MONTGOMERY                                        TX                                 77356          PUD
           16218613                       0                       0.25                                              6.5          GARDENA                                           CA                                 90248          PUD
           16218614                       0                       0.25                                            6.375          OAKLAND                                           CA                                 94603          Single Family
           16218615                       0                       0.25                                             6.25          SAN JUAN CAPISTRANO                               CA                                 92675          Single Family
           16218616                       0                       0.25                                            6.375          TOWNSHIP OF OCEAN                                 NJ                                  8758          Single Family
           16218617                       0                       0.25                                             6.25          PURCELLVILLE                                      VA                                 20132          Single Family
           16218618                       0                       0.25                                            6.375          FREMONT                                           CA                                 94536          PUD
           16218619                       0                       0.25                                            6.375          FREMONT                                           CA                                 94536          PUD
           16218620                       0                       0.25                                            6.375          EL CAJON                                          CA                                 92019          Single Family
           16218621                       0                       0.25                                              6.5          LOS BANOS                                         CA                                 93635          Single Family
           16218622                       0                       0.25                                                6          SANTA ANA                                         CA                                 92706          Single Family
           16218623                       0                       0.25                                                6          CYPRESS                                           CA                                 90630          Single Family
           16218600                       0                       0.25                                            6.375          JACKSON TWP                                       NJ                                  8527          Single Family
           16218601                       0                       0.25                                            6.375          CORRALES                                          NM                                 87048          Single Family
           16218602                       0                       0.25                                            6.125          ENCINITAS                                         CA                                 92024          Condominium
           16218603                       0                       0.25                                              6.5          SIMI VALLEY                                       CA                                 93065          Single Family
           16218604                       0                       0.25                                            6.875          YORBA LINDA                                       CA                                 92886          PUD
           16218605                       0                       0.25                                            6.875          DELRAY BEACH                                      FL                                 33483          Single Family
           16218606                       0                       0.25                                            6.375          DISCOVERY BAY                                     CA                                 94514          PUD
           16218607                       0                       0.25                                            6.375          SAN FRANCISCO                                     CA                                 94110          Single Family
           16218597                       0                       0.25                                              6.5          PHOENIX                                           AZ                                 85086          Single Family
           16218598                       0                       0.25                                            6.375          PARKER                                            CO                                 80138          PUD
           16218599                       0                       0.25                                             6.75          ANTHEM                                            AZ                                 85086          PUD
           16218570                       0                       0.25                                              6.5          LAS VEGAS                                         NV                                 89139          PUD
           16218571                       0                       0.25                                              6.5          BREWSTER                                          MA                                  2631          Single Family
           16218572                       0                       0.25                                            6.625          LAS VEGAS                                         NV                                 89139          PUD
           16218573                       0                       0.25                                                6          SAN MARCOS                                        CA                                 92078          PUD
           16218574                       0                       0.25                                            6.375          LA QUINTA                                         CA                                 92253          PUD
           16218575                       0                       0.25                                            7.375          PROVINCETOWN                                      MA                                  2657          Single Family
           16218576                       0                       0.25                                             6.75          ALEXANDRIA                                        VA                                 22310          Single Family
           16218577                       0                       0.25                                            6.375          LELAND                                            MI                                 49654          Single Family
           16218578                       0                       0.25                                                6          BELLEVUE                                          WA                                 98004          Single Family
           16218579                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95125          Single Family
           16218580                       0                       0.25                                            6.125          HAYMARKET                                         VA                                 20169          PUD
           16218581                       0                       0.25                                             6.75          LOS ANGELES                                       CA                                 90045          Single Family
           16218582                       0                       0.25                                             7.25          SAN LORENZO                                       CA                                 94580          Single Family
           16218583                       0                       0.25                                             6.25          CHICAGO                                           IL                                 60657          Condominium
           16218584                       0                       0.25                                                6          FREDERICKSBURG                                    VA                                 22406          PUD
           16218585                       0                       0.25                                            6.375          VIRGINIA BEACH                                    VA                                 23454          Single Family
           16218586                       0                       0.25                                            6.375          CHANTILLY                                         VA                                 20152          PUD
           16218587                       0                       0.25                                            6.375          GLENDALE                                          CA                                 91208          Single Family
           16218588                       0                       0.25                                            6.375          ALISO VIEJO                                       CA                                 92656          PUD
           16218589                       0                       0.25                                            6.625          PORTLAND                                          OR                                 97229          PUD
           16218590                       0                       0.25                                              6.5          SANTA ROSA                                        CA                                 95407          Single Family
           16218591                       0                       0.25                                            6.625          LONG BEACH                                        CA                                 90815          Single Family
           16218592                       0                       0.25                                             6.75          BEVERLY                                           MA                                  1915          Single Family
           16218593                       0                       0.25                                              6.5          TEMECULA                                          CA                                 92591          PUD
           16218594                       0                       0.25                                            7.125          GLENN DALE                                        MD                                 20769          PUD
           16218595                       0                       0.25                                                6          OAKLAND                                           CA                                 94602          Single Family
           16218596                       0                       0.25                                            6.125          WATSONVILLE                                       CA                                 95076          PUD
           16232384                       0                       0.25                                            5.375          PEQUOT LAKES                                      MN                                 56472          Single Family
           16218960                       0                       0.25                                            6.375          LA JOLLA                                          CA                                 92037          Single Family
           16218961                       0                       0.25                                              6.5          LOS ANGELES                                       CA                                 90045          Single Family
           16218962                       0                       0.25                                            6.125          MENLO PARK                                        CA                                 94025          Single Family
           16218963                       0                       0.25                                            6.875          DUBLIN                                            CA                                 94568          PUD
           16218964                       0                       0.25                                            5.875          SAN JOSE                                          CA                                 95111          Single Family
           16218965                       0                       0.25                                             6.25          MUKILTEO                                          WA                                 98275          PUD
           16218966                       0                       0.25                                              4.5          BREMERTON                                         WA                                 98312          PUD
           16218967                       0                       0.25                                            6.375          NEWPORT BEACH                                     CA                                 92660          PUD
           16218968                       0                       0.25                                            6.375          FOLSOM                                            CA                                 95630          PUD
           16218969                       0                       0.25                                             6.75          PACIFIC PALISADES                                 CA                                 90272          Condominium
           16218970                       0                       0.25                                             6.25          SAN CLEMENTE                                      CA                                 92673          PUD
           16218971                       0                       0.25                                            6.375          SAN DIEGO                                         CA                                 92124          Single Family
           16218972                       0                       0.25                                             6.25          SUNNYVALE                                         CA                                 94089          Single Family
           16218973                       0                       0.25                                             6.25          SAN BRUNO                                         CA                                 94066          Single Family
           16218974                       0                       0.25                                              6.5          DALLAS                                            TX                                 75225          Single Family
           16218975                       0                       0.25                                            6.375          WASHINGTON                                        DC                                 20010          Single Family
           16218976                       0                       0.25                                            6.125          COEUR D ALENE                                     ID                                 83814          Condominium
           16218977                       0                       0.25                                            6.375          GOLETA                                            CA                                 93117          Single Family
           16218978                       0                       0.25                                             6.25          SALINAS                                           CA                                 93907          Single Family
           16218979                       0                       0.25                                              6.5          SANTA BARBARA                                     CA                                 93103          Condominium
           16218980                       0                       0.25                                              6.5          NORTH HILLS                                       CA                                 91343          Single Family
           16218981                       0                       0.25                                            6.125          LOS ANGELES                                       CA                                 90292          Condominium
           16218982                       0                       0.25                                             6.25          RANCHO SANTA MARGARITA                            CA                                 92688          Single Family
           16218983                       0                       0.25                                            6.625          FORT WALTON BEACH                                 FL                                 32548          Condominium
           16218984                       0                       0.25                                             6.25          SEQUIM                                            WA                                 98382          Single Family
           16218985                       0                       0.25                                            6.625          MISSION VIEJO                                     CA                                 92692          PUD
           16218986                       0                       0.25                                            6.375          THOUSAND OAKS                                     CA                                 91362          Single Family
           16218987                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90016          Single Family
           16218988                       0                       0.25                                            6.875          VIENNA                                            VA                                 22182          PUD
           16218989                       0                       0.25                                             6.25          MONTE SERENO                                      CA                                 95030          PUD
           16218990                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90026          Single Family
           16218991                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95117          Single Family
           16218992                       0                       0.25                                            6.625          CORONA                                            CA                                 92883          Single Family
           16218993                       0                       0.25                                            6.375          MANHATTAN BEACH                                   CA                                 90266          Single Family
           16218994                       0                       0.25                                                6          LAS VEGAS                                         NV                                 89149          PUD
           16218995                       0                       0.25                                            6.375          ALISO VIEJO                                       CA                                 92656          PUD
           16218996                       0                       0.25                                             6.25          MARINA                                            CA                                 93933          Single Family
           16218997                       0                       0.25                                            6.625          LOS ANGELES                                       CA                                 90068          Condominium
           16218998                       0                       0.25                                             6.25          LONG BEACH                                        CA                                 90808          Single Family
           16218999                       0                       0.25                                             6.25          REDONDO BEACH                                     CA                                 90278          Single Family
           16218940                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90077          PUD
           16218941                       0                       0.25                                            6.375          LADERA RANCH                                      CA                                 92694          PUD
           16218942                       0                       0.25                                                6          CENTREVILLE                                       VA                                 20121          Single Family
           16218943                       0                       0.25                                            6.125          GREENWOOD VILLAGE                                 CO                                 80111          PUD
           16218944                       0                       0.25                                                6          ORANGE                                            CA                                 92869          Single Family
           16218945                       0                       0.25                                             6.25          DENVER                                            CO                                 80209          Single Family
           16218946                       0                       0.25                                            6.375          APOLLO BEACH                                      FL                                 33572          PUD
           16218947                       0                       0.25                                            6.125          WILTON                                            CT                                  6897          Single Family
           16218948                       0                       0.25                                              6.5          SYLMAR                                            CA                                 91342          Single Family
           16218949                       0                       0.25                                            6.625          HILTON HEAD ISLAND                                SC                                 29926          PUD
           16218950                       0                       0.25                                            6.375          SANTA ROSA BEACH                                  FL                                 32459          PUD
           16218951                       0                       0.25                                             6.25          LAS VEGAS                                         NV                                 89141          PUD
           16218952                       0                       0.25                                             6.25          TEMECULA                                          CA                                 92591          PUD
           16218953                       0                       0.25                                            6.875          SAMMAMISH                                         WA                                 98075          PUD
           16218954                       0                       0.25                                            6.125          IRVINE                                            CA                                 92620          Condominium
           16218955                       0                       0.25                                              6.5          ORLANDO                                           FL                                 32804          Single Family
           16218956                       0                       0.25                                            6.625          LANSDOWNE                                         VA                                 20176          PUD
           16218957                       0                       0.25                                              6.5          LA HABRA HEIGHTS                                  CA                                 90631          Single Family
           16218958                       0                       0.25                                            6.875          MOORESTOWN                                        NJ                                  8057          Single Family
           16218959                       0                       0.25                                            6.375          SAN JOSE                                          CA                                 95148          PUD
           16218930                       0                       0.25                                              5.5          SAN DIEGO                                         CA                                 92130          PUD
           16218931                       0                       0.25                                            5.625          CUPERTINO                                         CA                                 95014          Condominium
           16218932                       0                       0.25                                            6.125          GLENDALE                                          CA                                 91208          Single Family
           16218933                       0                       0.25                                            5.875          HOUSTON                                           TX                                 77005          Single Family
           16218934                       0                       0.25                                             6.25          CARLSBAD                                          CA                                 92009          PUD
           16218935                       0                       0.25                                            6.875          MISSION VIEJO                                     CA                                 92692          Condominium
           16218936                       0                       0.25                                            6.125          LOS ANGELES                                       CA                                 90012          Condominium
           16218937                       0                       0.25                                            6.375          SANTA MONICA                                      CA                                 90404          Condominium
           16218938                       0                       0.25                                            6.625          LOS ANGELES                                       CA                                 90025          Condominium
           16218939                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90025          Condominium
           16218885                       0                       0.25                                                6          FONTANA                                           CA                                 92336          PUD
           16218886                       0                       0.25                                            5.875          INGLEWOOD                                         CA                                 90305          PUD
           16218887                       0                       0.25                                                6          INGLEWOOD                                         CA                                 90305          PUD
           16218888                       0                       0.25                                              6.5          LAUREL HOLLOW                                     NY                                 11791          Single Family
           16218889                       0                       0.25                                                6          WINTER PARK                                       FL                                 32789          Single Family
           16218890                       0                       0.25                                            6.375          FOLSOM                                            CA                                 95630          PUD
           16218891                       0                       0.25                                             6.25          MONROVIA                                          CA                                 91016          Single Family
           16218892                       0                       0.25                                            6.125          CINCINNATI                                        OH                                 45208          Single Family
           16218893                       0                       0.25                                                6          LONE TREE                                         CO                                 80124          PUD
           16218894                       0                       0.25                                             6.25          CHULA VISTA                                       CA                                 91915          PUD
           16218895                       0                       0.25                                            6.875          PHOENIX                                           AZ                                 85042          PUD
           16218896                       0                       0.25                                            6.375          ORONO                                             MN                                 55356          Single Family
           16218897                       0                       0.25                                             6.25          ANTIOCH                                           CA                                 94531          Single Family
           16218898                       0                       0.25                                              6.5          SHAVER LAKE                                       CA                                 93664          PUD
           16218899                       0                       0.25                                            6.625          TRINIDAD                                          CA                                 95570          Single Family
           16218880                       0                       0.25                                            6.375          LA QUINTA                                         CA                                 92253          PUD
           16218881                       0                       0.25                                            6.375          BREA                                              CA                                 92821          PUD
           16218882                       0                       0.25                                             5.75          RENTON                                            WA                                 98055          PUD
           16218883                       0                       0.25                                            6.875          SAN DIEGO                                         CA                                 92106          Single Family
           16218884                       0                       0.25                                            6.375          LAS VEGAS                                         NV                                 89135          PUD
           16218901                       0                       0.25                                            5.875          PLAYA VISTA                                       CA                                 90094          Condominium
           16218902                       0                       0.25                                            6.875          LAHAINA                                           HI                                 96761          Condominium
           16218903                       0                       0.25                                            6.375          CHANTILLY                                         VA                                 20152          PUD
           16218904                       0                       0.25                                             5.75          RANCHO CUCAMONGA                                  CA                                 91739          Single Family
           16218905                       0                       0.25                                             6.75          LONE TREE                                         CO                                 80124          PUD
           16218906                       0                       0.25                                            6.875          LOS ANGELES                                       CA                                 90034          Single Family
           16218907                       0                       0.25                                             6.75          TORRANCE                                          CA                                 90504          Single Family
           16218908                       0                       0.25                                            6.375          MOORPARK                                          CA                                 93021          PUD
           16218909                       0                       0.25                                            6.375          GLENDALE                                          CA                                 91206          Single Family
           16218910                       0                       0.25                                             6.75          GRANITE BAY                                       CA                                 95746          PUD
           16218911                       0                       0.25                                              7.5          BURKE                                             VA                                 22015          PUD
           16218912                       0                       0.25                                             6.75          SANTA CRUZ                                        CA                                 95060          Single Family
           16218913                       0                       0.25                                             6.75          SAN DIEGO                                         CA                                 92103          Single Family
           16218914                       0                       0.25                                            6.625          TACOMA                                            WA                                 98406          Single Family
           16218915                       0                       0.25                                              6.5          RANCHO SANTA MARGARITA                            CA                                 92679          PUD
           16218916                       0                       0.25                                                6          PLAINFIELD                                        IL                                 60585          Single Family
           16218917                       0                       0.25                                            6.375          LA QUINTA                                         CA                                 92253          PUD
           16218918                       0                       0.25                                            5.875          SAN FRANCISCO                                     CA                                 94105          Condominium
           16218919                       0                       0.25                                            6.625          MAMMOTH LAKES                                     CA                                 93546          Single Family
           16218920                       0                       0.25                                             6.25          SAN CLEMENTE                                      CA                                 92673          PUD
           16218921                       0                       0.25                                            6.625          ALPINE                                            CA                                 91901          PUD
           16218922                       0                       0.25                                            6.125          LA QUINTA                                         CA                                 92253          PUD
           16218923                       0                       0.25                                             6.25          LOS ANGELES                                       CA                                 90012          Condominium
           16218924                       0                       0.25                                            6.875          ADAMSTOWN                                         MD                                 21710          PUD
           16218925                       0                       0.25                                            6.375          UPLAND                                            CA                                 91784          PUD
           16218926                       0                       0.25                                            6.375          REDLANDS                                          CA                                 92373          Single Family
           16218927                       0                       0.25                                                8          TORRANCE                                          CA                                 90503          Condominium
           16218928                       0                       0.25                                            6.125          LA QUINTA                                         CA                                 92253          PUD
           16218929                       0                       0.25                                             6.75          LOS ANGELES                                       CA                                 90066          Condominium
           16218900                       0                       0.25                                            6.125          SHERMAN OAKS                                      CA                                 91423          Single Family
           16219027                       0                       0.25                                            6.875          DORAL                                             FL                                 33178          PUD
           16219029                       0                       0.25                                              6.5          FOUNTAIN VALLEY                                   CA                                 92708          Single Family
           16219030                       0                       0.25                                            6.375          FRISCO                                            TX                                 75034          PUD
           16219000                       0                       0.25                                             6.75          ORLANDO                                           FL                                 32836          PUD
           16219001                       0                       0.25                                            6.375          HIGHLAND BEACH                                    FL                                 33487          PUD
           16219002                       0                       0.25                                            6.125          BRIGHAM CITY                                      UT                                 84302          Single Family
           16219003                       0                       0.25                                            6.875          GAINESVILLE                                       FL                                 32606          Single Family
           16219004                       0                       0.25                                            6.625          ESCONDIDO                                         CA                                 92027          PUD
           16219005                       0                       0.25                                              6.5          SANTA CRUZ                                        CA                                 95062          Single Family
           16219006                       0                       0.25                                            6.625          BELLEVUE                                          WA                                 98008          Single Family
           16219007                       0                       0.25                                            6.375          COOL                                              CA                                 95614          PUD
           16219008                       0                       0.25                                            6.375          SEATTLE                                           WA                                 98125          Single Family
           16219009                       0                       0.25                                            6.375          ORMOND BEACH                                      FL                                 32176          Single Family
           16219010                       0                       0.25                                            6.125          FRANKLIN                                          TN                                 37069          Single Family
           16219011                       0                       0.25                                            6.125          GREENBRAE                                         CA                                 94904          Single Family
           16219012                       0                       0.25                                            6.375          ROSEVILLE                                         CA                                 95661          Single Family
           16219013                       0                       0.25                                              6.5          EL DORADO HILLS                                   CA                                 95762          PUD
           16219014                       0                       0.25                                            6.625          FAIRFAX                                           VA                                 22031          PUD
           16219015                       0                       0.25                                            6.375          LA CRESCENTA                                      CA                                 91214          Single Family
           16219016                       0                       0.25                                              6.5          SUN VALLEY                                        CA                                 91352          Single Family
           16219017                       0                       0.25                                            6.375          SAN JOSE                                          CA                                 95130          Single Family
           16219018                       0                       0.25                                            5.875          MOUNTAIN VIEW                                     CA                                 94043          PUD
           16219019                       0                       0.25                                             6.75          WOODLAND HILLS                                    CA                                 91364          Single Family
           16219020                       0                       0.25                                              6.5          LOS ANGELES                                       CA                                 90004          Single Family
           16219021                       0                       0.25                                            6.125          REDWOOD CITY                                      CA                                 94065          PUD
           16219022                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95127          Single Family
           16219023                       0                       0.25                                            6.375          YORBA LINDA                                       CA                                 92886          Single Family
           16219024                       0                       0.25                                            6.625          DESTIN                                            FL                                 32541          Condominium
           16219025                       0                       0.25                                            6.125          OAK PARK                                          CA                                 91377          Single Family
           16219026                       0                       0.25                                            6.625          COSTA MESA                                        CA                                 92626          Single Family
           16132484                       0                       0.25                                              6.5          MENLO PARK                                        CA                                 94025          Single Family
           16132485                       0                       0.25                                            5.125          POWAY                                             CA                                 92064          PUD
           16132486                       0                       0.25                                            5.375          WESTPORT                                          CT                                  6880          Single Family
           16132487                       0                       0.25                                             5.75          SAN JOSE                                          CA                                 95138          PUD
           16132488                       0                       0.25                                            6.875          WINDERMERE                                        FL                                 34786          PUD
           16132490                       0                       0.25                                            6.625          HOLLISTER                                         CA                                 95023          Single Family
           16132491                       0                       0.25                                            6.625          TRURO                                             MA                                  2666          Single Family
           16132492                       0                       0.25                                             6.25          CHICAGO                                           IL                                 60614          Single Family
           15830580                       0                       0.25                                            4.875          MCMURRAY                                          PA                                 15317          Single Family
           15830659                       0                       0.25                                            4.875          INVER GROVE                                       MN                                 55077          Single Family
           15830691                       0                       0.25                                            5.375          NAZARETH                                          PA                                 18064          Single Family
           15830692                       0                       0.25                                            5.125          NEW YORK                                          NY                                 10013          Condominium
           15830779                       0                       0.25                                              5.5          RENTON                                            WA                                 98055          Single Family
           15830881                       0                       0.25                                              6.5          SCOTTSDALE                                        AZ                                 85254          Condominium
           15830883                       0                       0.25                                            6.125          SCOTTSDALE                                        AZ                                 85254          Condominium
           15830956                       0                       0.25                                              5.5          BALTIMORE                                         MD                                 21230          Single Family
           15830987                       0                       0.25                                            4.875          SAN CLEMENTE                                      CA                                 92672          Condominium
           15831159                       0                       0.25                                            6.125          BOLINGBROOK                                       IL                                 60440          Single Family
           15831162                       0                       0.25                                             5.75          THORNTON                                          CO                                 80229          Single Family
           15831298                       0                       0.25                                                5          BENICIA                                           CA                                 94510          Single Family
           15831306                       0                       0.25                                            4.875          TINTON FALLS                                      NJ                                  7724          Single Family
           15831355                       0                       0.25                                                5          WESTLAKE VILLAGE                                  CA                                 91361          Single Family
           15831373                       0                       0.25                                                5          ASHBURN                                           VA                                 20148          Single Family
           15831471                       0                       0.25                                             5.75          SAN DIEGO                                         CA                                 92122          Condominium
           15831507                       0                       0.25                                                5          ROGERS                                            AR                                 72756          Single Family
           15831577                       0                       0.25                                            5.625          CHICAGO                                           IL                                 60614          Condominium
           15831602                       0                       0.25                                            5.875          SUNNYVALE                                         CA                                 94087          Condominium
           15831626                       0                       0.25                                            5.625          BOLINAS                                           CA                                 94924          Single Family
           15831665                       0                       0.25                                            5.875          REDMOND                                           WA                                 98053          Single Family
           15831684                       0                       0.25                                            5.875          NORTH LAS VEGAS                                   NV                                 89081          Single Family
           15831701                       0                       0.25                                            5.875          MARANA                                            AZ                                 85653          Single Family
           16019791                       0                       0.25                                            5.125          SAN LORENZO                                       CA                                 94580          Condominium
           16019841                       0                       0.25                                            5.125          FRESNO                                            CA                                 93720          Single Family
           16019844                       0                       0.25                                                5          BLUE RIDGE                                        VA                                 24064          Single Family
           16020328                       0                       0.25                                            5.125          RIO RANCHO                                        NM                                 87144          Single Family
           16020419                       0                       0.25                                             5.25          OAKLAND                                           CA                                 94602          Single Family
           16020619                       0                       0.25                                            5.125          LAGUNA NIGUE                                      CA                                 92677          Condominium
           16020700                       0                       0.25                                             5.25          KIRKLAND                                          WA                                 98033          Single Family
           16020753                       0                       0.25                                             5.25          PLAINSBORO                                        NJ                                  8536          Single Family
           16020805                       0                       0.25                                             5.25          MENIFEE                                           CA                                 92584          Single Family
           16020911                       0                       0.25                                             4.25          LANDENBERG                                        PA                                 19350          Single Family
           16166788                       0                       0.25                                                6          LOMPOC                                            CA                                 93436          PUD
           16166791                       0                       0.25                                              6.5          FALL CITY                                         WA                                 98024          PUD
           16166795                       0                       0.25                                            6.625          RIVERSIDE                                         CA                                 92503          Single Family
           16166796                       0                       0.25                                              6.5          FREDERICK                                         MD                                 21704          PUD
           16166748                       0                       0.25                                            6.375          WEBSTER GROVES                                    MO                                 63119          Single Family
           16166762                       0                       0.25                                            6.625          SNOHOMISH                                         WA                                 98296          Single Family
           16166772                       0                       0.25                                            5.875          CORONA                                            CA                                 92880          Single Family
           16166776                       0                       0.25                                             6.25          GARDENA                                           CA                                 90248          Single Family
           16166781                       0                       0.25                                                6          FREDERICKSBURG                                    VA                                 22407          PUD
           16166782                       0                       0.25                                                6          MENIFEE                                           CA                                 92584          Single Family
           16166787                       0                       0.25                                            6.625          DADEVILLE                                         AL                                 36853          Single Family
           16166737                       0                       0.25                                                6          EL DORADO HILLS                                   CA                                 95762          Single Family
           16166621                       0                       0.25                                              5.5          JUPITER                                           FL                                 33477          PUD
           16166639                       0                       0.25                                            6.875          FAIRFIELD                                         CT                                  6824          Single Family
           16166641                       0                       0.25                                              6.5          LOS ANGELES                                       CA                                 90066          Condominium
           16166645                       0                       0.25                                            6.375          PLEASANTON                                        CA                                 94588          Single Family
           16166660                       0                       0.25                                            6.375          AREA OF TRABUCO CANYON                            CA                                 92679          PUD
           16166664                       0                       0.25                                            6.375          SOUTH PASADENA                                    CA                                 91030          Single Family
           16166666                       0                       0.25                                            6.375          ELK GROVE                                         CA                                 95757          Single Family
           16166669                       0                       0.25                                             6.25          BAKERSFIELD                                       CA                                 93314          PUD
           16166670                       0                       0.25                                            6.625          LOS ANGELES                                       CA                                 90068          Single Family
           16166672                       0                       0.25                                            6.375          FOLSOM                                            CA                                 95630          PUD
           16166679                       0                       0.25                                            6.125          ANTIOCH                                           CA                                 94531          Single Family
           16166682                       0                       0.25                                             5.75          SAUGUS                                            CA                                 91350          PUD
           16166683                       0                       0.25                                                6          ANAHEIM                                           CA                                 92807          Single Family
           16166686                       0                       0.25                                            6.375          LAKEWOOD                                          WA                                 98498          Single Family
           16166689                       0                       0.25                                             5.75          CHULA VISTA                                       CA                                 91914          PUD
           16166695                       0                       0.25                                             6.75          ORANGEVALE                                        CA                                 95662          Single Family
           16166698                       0                       0.25                                              6.5          SUNNYVALE                                         CA                                 94085          PUD
           16166702                       0                       0.25                                              6.5          WALDORF                                           MD                                 20603          PUD
           16166711                       0                       0.25                                            5.875          AGOURA HILLS                                      CA                                 91301          PUD
           16166716                       0                       0.25                                              6.5          AUSTIN                                            TX                                 78733          PUD
           16166725                       0                       0.25                                                6          FORT LEE                                          NJ                                  7024          2-4 Family
           16166729                       0                       0.25                                             6.25          THOUSAND OAKS                                     CA                                 91360          Single Family
           16166616                       0                       0.25                                             6.25          WILSONVILLE                                       OR                                 97070          PUD
           16166593                       0                       0.25                                            5.625          SANTA CLARITA                                     CA                                 91354          Single Family
           16166595                       0                       0.25                                                6          SAN RAMON                                         CA                                 94582          Condominium
           16166610                       0                       0.25                                             6.75          PUNTA GORDA                                       FL                                 33950          Single Family
           16166613                       0                       0.25                                             5.75          SHERMAN OAKS                                      CA                                 91423          Single Family
           16166614                       0                       0.25                                            6.375          ORINDA                                            CA                                 94563          Single Family
           16166577                       0                       0.25                                              6.5          THOUSAND OAKS                                     CA                                 91360          Single Family
           16166579                       0                       0.25                                            6.375          LAKEWOOD                                          CA                                 90713          Single Family
           16166580                       0                       0.25                                            6.125          ASHBURN                                           VA                                 20147          PUD
           16166454                       0                       0.25                                             6.25          CASTAIC                                           CA                                 91384          Single Family
           16166458                       0                       0.25                                             6.75          JACKSONVILLE                                      FL                                 32256          PUD
           16166459                       0                       0.25                                                5          EAST GREENWICH                                    RI                                  2818          Single Family
           16166460                       0                       0.25                                            6.375          SAN FRANCISCO                                     CA                                 94134          Single Family
           16166467                       0                       0.25                                              6.5          CANTON                                            MI                                 48187          Condominium
           16166469                       0                       0.25                                              6.5          DAVIE                                             FL                                 33330          PUD
           16166470                       0                       0.25                                            5.875          SAN JOSE                                          CA                                 95131          PUD
           16166474                       0                       0.25                                            6.125          ALPINE                                            CA                                 91901          Single Family
           16166477                       0                       0.25                                            6.875          CORONA                                            CA                                 92880          Single Family
           16166488                       0                       0.25                                              5.5          MODESTO                                           CA                                 95355          Single Family
           16166494                       0                       0.25                                            6.125          HAYWARD                                           CA                                 94544          Single Family
           16166515                       0                       0.25                                                6          NORTHRIDGE                                        CA                                 91325          Single Family
           16166518                       0                       0.25                                            6.375          FALLBROOK                                         CA                                 92028          Single Family
           16166519                       0                       0.25                                                6          SAN DIEGO                                         CA                                 92128          Condominium
           16166521                       0                       0.25                                             6.25          PORT ARANSAS                                      TX                                 78373          Single Family
           16166522                       0                       0.25                                                6          RICHMOND                                          CA                                 94806          PUD
           16166523                       0                       0.25                                            6.375          RANCHO CORDOVA                                    CA                                 95742          PUD
           16166524                       0                       0.25                                              6.5          GARDEN GROVE                                      CA                                 92840          Single Family
           16166526                       0                       0.25                                             6.25          SAN DIEGO                                         CA                                 92128          PUD
           16166533                       0                       0.25                                              6.5          OXNARD                                            CA                                 93036          Single Family
           16166539                       0                       0.25                                             6.75          PHILADELPHIA                                      PA                                 19146          Condominium
           16166540                       0                       0.25                                             6.25          COTO DE CAZA                                      CA                                 92679          Condominium
           16166544                       0                       0.25                                            6.125          HUNTINGTON BEACH                                  CA                                 92646          Condominium
           16166545                       0                       0.25                                            6.375          IRVINE                                            CA                                 92614          Single Family
           16166550                       0                       0.25                                            5.875          COSTA MESA                                        CA                                 92627          Single Family
           16166560                       0                       0.25                                            5.875          NORTH BETHESDA                                    MD                                 20852          Condominium
           16166417                       0                       0.25                                            5.375          SAN JUAN CAPISTRANO                               CA                                 92675          PUD
           16166419                       0                       0.25                                            5.875          FONTANA                                           CA                                 92336          Single Family
           16166421                       0                       0.25                                             6.25          CUPERTINO                                         CA                                 95014          Single Family
           16166425                       0                       0.25                                            5.875          LAKEWOOD                                          CA                                 90713          Single Family
           16166426                       0                       0.25                                              5.5          LAGUNA NIGUEL                                     CA                                 92677          PUD
           16166428                       0                       0.25                                                6          FREDERICK                                         MD                                 21702          Single Family
           16166435                       0                       0.25                                            6.375          CORONA                                            CA                                 92880          Single Family
           16166436                       0                       0.25                                            6.625          INDIANAPOLIS                                      IN                                 46260          PUD
           16166443                       0                       0.25                                                6          SAN JOSE                                          CA                                 95125          Single Family
           16166449                       0                       0.25                                            6.625          BARTLETT                                          IL                                 60103          Single Family
           16166319                       0                       0.25                                            6.125          PHOENIX                                           AZ                                 85012          Single Family
           16166321                       0                       0.25                                            6.125          RANCHO CORDOVA                                    CA                                 95742          PUD
           16166323                       0                       0.25                                              6.5          LAS VEGAS                                         NV                                 89131          PUD
           16166327                       0                       0.25                                            5.625          JACKSON HOLE                                      WY                                 83001          PUD
           16166328                       0                       0.25                                              6.5          PHOENIX                                           AZ                                 85021          PUD
           16166336                       0                       0.25                                              5.5          MIRAMAR                                           FL                                 33029          Single Family
           16166340                       0                       0.25                                            6.375          CRESTED BUTTE                                     CO                                 81224          Single Family
           16166344                       0                       0.25                                            5.875          LAS VEGAS                                         NV                                 89135          PUD
           16166349                       0                       0.25                                             6.25          WELLESLEY                                         MA                                  2482          Single Family
           16166353                       0                       0.25                                              5.5          PETALUMA                                          CA                                 94954          PUD
           16166359                       0                       0.25                                                6          MONTROSE                                          CA                                 91020          Single Family
           16166364                       0                       0.25                                              6.5          EL SEGUNDO                                        CA                                 90245          Condominium
           16166377                       0                       0.25                                             6.75          LA QUINTA                                         CA                                 92253          PUD
           16166378                       0                       0.25                                            6.125          GAINESVILLE                                       VA                                 20155          PUD
           16166379                       0                       0.25                                              6.5          CAMARILLO                                         CA                                 93010          Single Family
           16166380                       0                       0.25                                             5.75          NEW CANAAN                                        CT                                  6840          Single Family
           16166389                       0                       0.25                                             5.75          POOLESVILLE                                       MD                                 20837          Single Family
           16166390                       0                       0.25                                            5.875          THOUSAND OAKS                                     CA                                 91360          Condominium
           16166395                       0                       0.25                                            6.625          LAS VEGAS                                         NV                                 89178          Single Family
           16166407                       0                       0.25                                              6.5          SAN FRANCISCO                                     CA                                 94121          2-4 Family
           16166411                       0                       0.25                                             6.25          WILMINGTON                                        NC                                 28409          PUD
           16166289                       0                       0.25                                              5.5          STUDIO CITY                                       CA                                 91604          Single Family
           16166296                       0                       0.25                                            5.625          ALPHARETTA                                        GA                                 30022          PUD
           16166310                       0                       0.25                                             5.25          THOUSAND OAKS                                     CA                                 91320          PUD
           16166313                       0                       0.25                                            5.875          WOODLAND                                          CA                                 95695          Single Family
           16166315                       0                       0.25                                            5.625          SIMPSONVILLE                                      SC                                 29681          PUD
           16166318                       0                       0.25                                            6.875          OXNARD                                            CA                                 93035          Single Family
           16166098                       0                       0.25                                            6.375          ELK GROVE                                         CA                                 95758          Single Family
           16166102                       0                       0.25                                              5.5          CARLSBAD                                          CA                                 92009          PUD
           16166104                       0                       0.25                                            6.375          DANA POINT                                        CA                                 92624          Single Family
           16166106                       0                       0.25                                                6          BATAVIA                                           IL                                 60510          PUD
           16166107                       0                       0.25                                             6.25          NEW CANAAN                                        CT                                  6840          Single Family
           16166108                       0                       0.25                                            5.625          EL DORADO HILLS                                   CA                                 95762          PUD
           16166110                       0                       0.25                                            5.875          YORBA LINDA                                       CA                                 92886          Single Family
           16166113                       0                       0.25                                             5.75          MOUNTAIN HOUSE                                    CA                                 95391          Single Family
           16166115                       0                       0.25                                             6.25          NEWPORT BEACH                                     CA                                 92625          PUD
           16166116                       0                       0.25                                            5.875          CENTREVILLE                                       VA                                 20120          PUD
           16166121                       0                       0.25                                             5.75          BRISTOW                                           VA                                 20136          PUD
           16166122                       0                       0.25                                            6.625          SILVER SPRING                                     MD                                 20901          PUD
           16166125                       0                       0.25                                            5.125          LAS VEGAS                                         NV                                 89131          PUD
           16166127                       0                       0.25                                             6.25          SANTEE                                            CA                                 92071          Single Family
           16166128                       0                       0.25                                             5.75          NAPLES                                            FL                                 34102          Single Family
           16166135                       0                       0.25                                            5.875          DELRAY BEACH                                      FL                                 33446          PUD
           16166136                       0                       0.25                                                6          TUCSON                                            AZ                                 85718          PUD
           16166138                       0                       0.25                                            6.125          IRVINE                                            CA                                 92614          Condominium
           16166142                       0                       0.25                                            6.125          RIVA                                              MD                                 21140          Single Family
           16166143                       0                       0.25                                              6.5          SCOTTSDALE                                        AZ                                 85255          PUD
           16166145                       0                       0.25                                             6.25          REDMOND                                           WA                                 98052          Single Family
           16166147                       0                       0.25                                            5.875          MISSION VIEJO                                     CA                                 92691          PUD
           16166148                       0                       0.25                                            6.125          NORTH KINGSTOWN                                   RI                                  2874          Single Family
           16166151                       0                       0.25                                            6.125          BRIGHTON                                          CO                                 80603          Single Family
           16166152                       0                       0.25                                              6.5          MARLBOROUGH                                       MA                                  1752          Single Family
           16166155                       0                       0.25                                            6.875          YORBA LINDA                                       CA                                 92886          Single Family
           16166159                       0                       0.25                                             5.75          LAUREL                                            MD                                 20723          PUD
           16166160                       0                       0.25                                              5.5          EMERYVILLE                                        CA                                 94608          Condominium
           16166161                       0                       0.25                                            6.875          EHRENBERG                                         AZ                                 85334          PUD
           16166163                       0                       0.25                                            5.875          NORTH OAKS                                        MN                                 55127          Single Family
           16166164                       0                       0.25                                              6.5          DENVER                                            CO                                 80206          Single Family
           16166167                       0                       0.25                                                6          CUMMING                                           GA                                 30041          PUD
           16166168                       0                       0.25                                            6.375          SUN VALLEY                                        ID                                 83353          Condominium
           16166170                       0                       0.25                                            6.125          CHANDLER                                          AZ                                 85249          PUD
           16166175                       0                       0.25                                            6.125          HENDERSON                                         NV                                 89052          PUD
           16166176                       0                       0.25                                             6.25          CENTREVILLE                                       VA                                 20120          PUD
           16166178                       0                       0.25                                              6.5          FT MYERS                                          FL                                 33908          PUD
           16166189                       0                       0.25                                            6.375          MISSION VIEJO                                     CA                                 92691          Single Family
           16166194                       0                       0.25                                            6.125          PETALUMA                                          CA                                 94954          PUD
           16166197                       0                       0.25                                             6.25          OAKLAND                                           CA                                 94605          Single Family
           16166200                       0                       0.25                                            6.625          GILBERT                                           AZ                                 85296          PUD
           16166201                       0                       0.25                                              6.5          ANAHEIM                                           CA                                 92805          PUD
           16166202                       0                       0.25                                              5.5          DALLAS                                            TX                                 75229          Single Family
           16166203                       0                       0.25                                            6.375          CORONA                                            CA                                 92883          PUD
           16166204                       0                       0.25                                            5.875          SANTA CLARA                                       CA                                 95054          Condominium
           16166207                       0                       0.25                                             6.25          FORT MYERS                                        FL                                 33908          Single Family
           16166213                       0                       0.25                                            6.625          SANTA BARBARA                                     CA                                 93105          Single Family
           16166217                       0                       0.25                                                6          LADERA RANCH AREA                                 CA                                 92694          Condominium
           16166218                       0                       0.25                                             5.75          TRACY                                             CA                                 95377          PUD
           16166220                       0                       0.25                                                6          NORTH HOLLYWOOD AREA                              CA                                 91605          Single Family
           16166223                       0                       0.25                                             6.25          THE VILLAGES                                      FL                                 32162          PUD
           16166225                       0                       0.25                                              6.5          NOVATO                                            CA                                 94947          Single Family
           16166232                       0                       0.25                                            6.125          NORTHVILLE                                        MI                                 48168          Condominium
           16166234                       0                       0.25                                            5.875          PLACENTIA                                         CA                                 92870          PUD
           16166235                       0                       0.25                                              5.5          IRVINE                                            CA                                 92620          PUD
           16166237                       0                       0.25                                            6.875          BRISTOW                                           VA                                 20136          PUD
           16166238                       0                       0.25                                            5.625          DANVILLE                                          CA                                 94506          Single Family
           16166245                       0                       0.25                                             6.25          BRADENTON                                         FL                                 34202          Condominium
           16166247                       0                       0.25                                             6.75          HIXSON                                            TN                                 37343          Single Family
           16166249                       0                       0.25                                            5.875          CHULA VISTA                                       CA                                 91915          Condominium
           16166255                       0                       0.25                                              6.5          LOS ANGELES                                       CA                                 90013          Condominium
           16166267                       0                       0.25                                            6.125          LADERA RANCH                                      CA                                 92694          Condominium
           16166069                       0                       0.25                                             5.75          IRVINE                                            CA                                 92620          Condominium
           16166074                       0                       0.25                                                6          LOS ANGELES                                       CA                                 90013          Condominium
           16166083                       0                       0.25                                             6.25          SAN JOSE                                          CA                                 95125          Condominium
           16166092                       0                       0.25                                                7          CARROLLTON                                        VA                                 23314          PUD
               2026                   0.000                      0.252                                            6.224


           LOAN_SEQ                          MATURITY_DATE                         ORIGINAL_BALANCE                      FIRST_PAY_DATE                   LOAN_TO_VALUE           MI                                                  MERS_ID1
------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
           16046700                            20360201                                  223500                             20060301                        72.09999847          No MI
           16046701                            20360201                                  130400                             20060301                                 80          No MI
           16046702                            20360201                                  525000                             20060301                                 75          No MI
           16046703                            20360201                                  200000                             20060301                                 80          No MI
           16046704                            20360101                                  528000                             20060201                                 80          No MI
           16046705                            20360101                                  161836                             20060201                                 80          No MI
           16046706                            20360201                                  449000                             20060301                        69.18000031          No MI
           16046707                            20360201                                  905000                             20060301                        56.56000137          No MI
           16046708                            20360201                                  636000                             20060301                                 80          No MI
           16046709                            20360201                                  314121                             20060301                                 80          No MI
           16046710                            20360201                                  174400                             20060301                                 80          No MI
           16046712                            20360201                                  195300                             20060301                                 70          No MI
           16046713                            20360201                                  487500                             20060301                                 75          No MI
           16046714                            20360101                                  505000                             20060201                        74.69999695          No MI
           16046715                            20360201                                  750000                             20060301                        78.94999695          No MI
           16046482                            20350901                                  701600                             20051001                        79.91000366          No MI
           16046498                            20351201                                  788000                             20060101                                 80          No MI
           16046505                            20350701                                  344000                             20050801                        70.93000031          No MI
           16046511                            20360101                                  785000                             20060201                        69.77999878          No MI
           16046514                            20360101                                  880000                             20060201                        76.51999664          No MI
           16046521                            20351201                                 1409600                             20060101                        79.98000336          No MI
           16046541                            20360101                                  447200                             20060201                                 80          No MI
           16046546                            20360101                                  525000                             20060201                                 75          No MI
           16046550                            20360101                                  570000                             20060201                                 75          No MI
           16046562                            20351201                                  340016                             20060101                                 80          No MI
           16046570                            20360101                                  260000                             20060201                                 80          No MI
           16046579                            20360101                                  512000                             20060201                                 80          No MI
           16046587                            20360101                                  856000                             20060201                                 80          No MI
           16046597                            20360101                                  201875                             20060201                                 85          United Guaranty
           16046606                            20360101                                  475000                             20060201                        59.00999832          No MI
           16046615                            20360101                                  424000                             20060201                        79.94000244          No MI
           16046618                            20360101                                  670000                             20060201                        49.63000107          No MI
           16046644                            20360101                                  434000                             20060201                        60.70000076          No MI
           16046645                            20360101                                  719110                             20060201                                 80          No MI
           16046646                            20350901                                  499500                             20051001                        89.83999634          PMI
           16046648                            20351101                                  431020                             20051201                                 80          No MI
           16046649                            20350801                                  560000                             20050901                        74.66999817          No MI
           16046651                            20360201                                  696400                             20060301                                 80          No MI
           16046655                            20360101                                  562500                             20060201                                 75          No MI
           16046663                            20360101                                 1304000                             20060201                                 80          No MI
           16046673                            20350501                                  245600                             20050601                                 80          No MI
           16046675                            20360101                                 2800000                             20060201                        58.33000183          No MI
           16046682                            20350601                                  350000                             20050701                        59.83000183          No MI
           16046693                            20360101                                  508000                             20060201                        74.37999725          No MI
           16046698                            20360101                                 1700000                             20060201                        73.91000366          No MI
           16046711                            20350901                                  660000                             20051001                                 80          No MI
           16046720                            20360101                                  480000                             20060201                                 80          No MI
           16046729                            20350201                                  323595                             20050301                        79.30999756          No MI
           16046730                            20351201                                  560000                             20060101                                 80          No MI
           16046738                            20350101                                  486000                             20050201                        62.31000137          No MI
           16046747                            20360101                                  440000                             20060201                                 80          No MI
           16046763                            20360101                                  438750                             20060201                                 75          No MI
           16046766                            20350801                                  290500                             20050901                                 70          No MI
           16046767                            20350901                                  525000                             20051001                        56.75999832          No MI
           16046768                            20360101                                  297000                             20060201                               67.5          No MI
           16046770                            20360101                                  260000                             20060201                        52.13000107          No MI
           16046771                            20351201                                 1350000                             20060101                        64.29000092          No MI
           16046773                            20350701                                  206000                             20050801                        39.68999863          No MI
           16046779                            20350601                                  275000                             20050701                        46.22000122          No MI
           16046782                            20360101                                  551500                             20060201                        56.56000137          No MI
           16046807                            20351201                                  675924                             20060101                        54.95000076          No MI
           16046815                            20360101                                 1000000                             20060201                        54.04999924          No MI
           16046821                            20360101                                  144000                             20060201                                 80          No MI
           16046826                            20351201                                  336000                             20060101                        38.84000015          No MI
           16046739                            20360201                                  500000                             20060301                        78.73999786          No MI
           16046740                            20360201                                 1430000                             20060301                                 65          No MI
           16046741                            20360101                                  432000                             20060201                                 80          No MI
           16046742                            20360201                                  483750                             20060301                                 75          No MI
           16046743                            20360201                                  352000                             20060301                                 80          No MI
           16046744                            20360201                                  144000                             20060301                                 80          No MI
           16046746                            20360101                                  208000                             20060201                                 80          No MI
           16046748                            20360101                                  975000                             20060201                                 75          No MI
           16046750                            20360101                                  493100                             20060201                        58.70000076          No MI
           16046751                            20360201                                  220000                             20060301                                 80          No MI
           16046752                            20360101                                  488000                             20060201                                 80          No MI
           16046753                            20360201                                  496000                             20060301                                 80          No MI
           16046754                            20360101                                  687629                             20060201                                 80          No MI
           16046755                            20360101                                  450000                             20060201                        73.76999664          No MI
           16046756                            20360201                                  226000                             20060301                        68.48000336          No MI
           16046759                            20360201                                  212000                             20060301                        73.09999847          No MI
           16046760                            20360201                                  720000                             20060301                                 80          No MI
           16046761                            20360201                                  201400                             20060301                        79.91999817          No MI
           16046762                            20360201                                  109200                             20060301                                 80          No MI
           16046764                            20360101                                  464000                             20060201                        68.73999786          No MI
           16046765                            20360201                                  259960                             20060301                                 80          No MI
           16046769                            20360101                                  650000                             20060201                        74.29000092          No MI
           16046772                            20360201                                  578800                             20060301                                 80          No MI
           16046774                            20360101                                  520000                             20060201                        63.40999985          No MI
           16046775                            20360201                                  250000                             20060301                        77.63999939          No MI
           16046776                            20360201                                  550000                             20060301                                 50          No MI
           16046777                            20360201                                  407550                             20060301                                 65          No MI
           16046778                            20360201                                  600000                             20060301                                 75          No MI
           16046780                            20360201                                  417000                             20060301                        79.43000031          No MI
           16046781                            20360101                                  398000                             20060201                        66.33000183          No MI
           16046784                            20360201                                  616800                             20060301                                 80          No MI
           16046785                            20360101                                  565000                             20060201                        76.34999847          No MI
           16046786                            20360201                                 1840000                             20060301                                 80          No MI
           16046787                            20360201                                  999000                             20060301                        71.36000061          No MI
           16046788                            20360201                                  104000                             20060301                                 80          No MI
           16046789                            20360101                                 1000000                             20060201                                 40          No MI
           16046790                            20360101                                   56880                             20060201                                 80          No MI
           16046791                            20360201                                  364000                             20060301                        78.27999878          No MI
           16046792                            20360201                                  360000                             20060301                                 80          No MI
           16046793                            20360201                                  725000                             20060301                        64.44000244          No MI
           16046794                            20360201                                  140000                             20060301                                 80          No MI
           16046796                            20360101                                  615000                             20060201                        66.48999786          No MI
           16046797                            20360201                                  479600                             20060301                        71.05000305          No MI
           16046798                            20360101                                  554500                             20060201                        75.95999908          No MI
           16046799                            20360201                                  163000                             20060301                        58.20999908          No MI
           16046800                            20360201                                  650000                             20060301                        75.66999817          No MI
           16046801                            20360201                                 1000000                             20060301                        63.49000168          No MI
           16046802                            20360201                                  524600                             20060301                                 80          No MI
           16046803                            20360201                                  176647                             20060301                                 80          No MI
           16046804                            20360201                                  368200                             20060301                        50.79000092          No MI
           16046805                            20360201                                  121200                             20060301                                 80          No MI
           16046806                            20360201                                  228000                             20060301                                 80          No MI
           16046808                            20360201                                  127200                             20060301                                 80          No MI
           16046809                            20360201                                  234000                             20060301                        69.84999847          No MI
           16046810                            20360101                                  684000                             20060201                        64.52999878          No MI
           16046811                            20360201                                  468000                             20060301                                 80          No MI
           16046812                            20360201                                   84800                             20060301                                 80          No MI
           16046813                            20360201                                  178800                             20060301                                 80          No MI
           16046814                            20360101                                  700000                             20060201                        37.84000015          No MI
           16046817                            20360201                                  299920                             20060301                                 80          No MI
           16046818                            20360201                                  489600                             20060301                                 80          No MI
           16046819                            20360201                                  182400                             20060301                                 80          No MI
           16046820                            20360201                                  585000                             20060301                        60.18999863          No MI
           16046822                            20360201                                  490000                             20060301                                 70          No MI
           16046823                            20360101                                  265000                             20060201                        60.22999954          No MI
           16046824                            20360201                                  600000                             20060301                                 75          No MI
           16046825                            20360101                                  350000                             20060201                        78.12999725          No MI
           16046827                            20360101                                  358376                             20060201                                 80          No MI
           16046716                            20360201                                  152000                             20060301                                 80          No MI
           16046718                            20360201                                  548000                             20060301                                 80          No MI
           16046719                            20360101                                  850000                             20060201                        66.41000366          No MI
           16046721                            20360201                                  316000                             20060301                                 80          No MI
           16046722                            20360101                                  647046                             20060201                        57.77000046          No MI
           16046723                            20360101                                  606018                             20060201                                 75          No MI
           16046724                            20360201                                  600000                             20060301                        68.56999969          No MI
           16046725                            20360201                                  112000                             20060301                                 70          No MI
           16046726                            20360201                                  183000                             20060301                        34.52999878          No MI
           16046727                            20360201                                  194420                             20060301                                 80          No MI
           16046728                            20360201                                  143200                             20060301                                 80          No MI
           16046731                            20360201                                  560000                             20060301                                 80          No MI
           16046732                            20360201                                  110840                             20060301                                 80          No MI
           16046733                            20360201                                  665000                             20060301                        76.87999725          No MI
           16046734                            20360201                                  487000                             20060301                        56.95999908          No MI
           16046736                            20360101                                  500000                             20060201                        68.04000092          No MI
           16046737                            20360201                                  177600                             20060301                                 80          No MI
           16046465                            20360101                                  461783                             20060201                        40.15999985          No MI
           16046466                            20360101                                 1000000                             20060201                        70.41999817          No MI
           16046467                            20360101                                  300000                             20060201                                 80          No MI
           16046468                            20360201                                  228000                             20060301                                 80          No MI
           16046469                            20360101                                  184720                             20060201                                 80          No MI
           16046470                            20360201                                  196000                             20060301                                 80          No MI
           16046471                            20360201                                  368000                             20060301                                 80          No MI
           16046472                            20360201                                   84000                             20060301                                 80          No MI
           16046473                            20360201                                  469500                             20060301                        79.98000336          No MI
           16046474                            20360201                                  198351                             20060301                        49.59000015          No MI
           16046475                            20360101                                   45000                             20060201                                 90          United Guaranty
           16046476                            20360201                                  135160                             20060301                                 80          No MI
           16046477                            20360201                                  500000                             20060301                        32.25999832          No MI
           16046478                            20360101                                  559400                             20060201                        65.80999756          No MI
           16046479                            20360101                                  496000                             20060201                                 80          No MI
           16046480                            20360201                                  600000                             20060301                                 80          No MI
           16046481                            20360201                                  244800                             20060301                                 80          No MI
           16046483                            20360201                                  423200                             20060301                                 80          No MI
           16046485                            20360201                                  658000                             20060301                        57.97000122          No MI
           16046486                            20360201                                  757500                             20060301                                 75          No MI
           16046487                            20360101                                  299999                             20060201                                 80          No MI
           16046488                            20360101                                  375500                             20060201                        50.06999969          No MI
           16046489                            20360201                                  503250                             20060301                                 75          No MI
           16046491                            20360201                                  370300                             20060301                        79.98999786          No MI
           16046492                            20360201                                  132000                             20060301                                 80          No MI
           16046493                            20360201                                  750000                             20060301                        58.45999908          No MI
           16046494                            20360201                                  206250                             20060301                                 75          No MI
           16046496                            20360201                                  169600                             20060301                                 80          No MI
           16046497                            20360201                                  468750                             20060301                                 75          No MI
           16046499                            20360101                                  441000                             20060201                               73.5          No MI
           16046500                            20360201                                  600000                             20060301                        76.91999817          No MI
           16046501                            20360201                                  171780                             20060301                                 80          No MI
           16046502                            20360201                                  150000                             20060301                              18.75          No MI
           16046503                            20360201                                  242000                             20060301                        78.05999756          No MI
           16046506                            20360101                                  500000                             20060201                                 80          No MI
           16046507                            20360201                                  325000                             20060301                                 79          No MI
           16046508                            20360101                                  460000                             20060201                                 80          No MI
           16046509                            20360201                                  243695                             20060301                        79.90000153          No MI
           16046510                            20360201                                  165000                             20060301                                 80          No MI
           16046512                            20360201                                  950000                             20060301                        61.29000092          No MI
           16046513                            20360201                                  615500                             20060301                        76.94000244          No MI
           16046515                            20360201                                  266000                             20060301                                 70          No MI
           16046516                            20360201                                  241500                             20060301                                 80          No MI
           16046517                            20360201                                  399200                             20060301                                 80          No MI
           16046518                            20360201                                  454934                             20060301                                 80          No MI
           16046519                            20360201                                  128000                             20060301                                 80          No MI
           16046520                            20360201                                  465000                             20060301                        69.91999817          No MI
           16046522                            20360101                                  524500                             20060201                        65.16000366          No MI
           16046524                            20360101                                  279920                             20060201                                 80          No MI
           16046643                            20360201                                  910000                             20060301                        47.27000046          No MI
           16046647                            20360201                                  195000                             20060301                                 75          No MI
           16046650                            20360201                                  427500                             20060301                                 75          No MI
           16046652                            20360201                                  448000                             20060301                                 80          No MI
           16046653                            20360101                                  220000                             20060201                        77.19000244          No MI
           16046654                            20360201                                  596000                             20060301                                 80          No MI
           16046656                            20360201                                  440000                             20060301                                 80          No MI
           16046657                            20360101                                  470000                             20060201                        73.44000244          No MI
           16046658                            20360201                                  483000                             20060301                        65.44999695          No MI
           16046659                            20360101                                  584000                             20060201                                 80          No MI
           16046660                            20360101                                  507500                             20060201                        69.27999878          No MI
           16046661                            20360201                                  175920                             20060301                                 80          No MI
           16046662                            20360201                                   85600                             20060301                                 80          No MI
           16046664                            20360201                                  249500                             20060301                        77.97000122          No MI
           16046665                            20360201                                 1500000                             20060301                        55.56000137          No MI
           16046666                            20360201                                  543750                             20060301                                 75          No MI
           16046667                            20360201                                  328000                             20060301                                 80          No MI
           16046669                            20360201                                  122000                             20060301                                 80          No MI
           16046670                            20360201                                  283920                             20060301                                 80          No MI
           16046671                            20360201                                  395000                             20060301                        24.69000053          No MI
           16046672                            20360101                                 1381500                             20060201                        53.13000107          No MI
           16046674                            20360201                                  529000                             20060301                        50.38000107          No MI
           16046676                            20360201                                  500500                             20060301                        78.81999969          No MI
           16046678                            20360201                                  151600                             20060301                                 80          No MI
           16046679                            20360201                                  291920                             20060301                                 80          No MI
           16046680                            20360201                                  342000                             20060301                                 80          No MI
           16046683                            20360101                                  488000                             20060201                        51.90999985          No MI
           16046684                            20360201                                  738506                             20060301                        59.79999924          No MI
           16046685                            20360101                                  408000                             20060201                                 80          No MI
           16046686                            20360101                                  516000                             20060201                        64.91000366          No MI
           16046687                            20360201                                  144000                             20060301                                 80          No MI
           16046688                            20360201                                  119920                             20060301                                 80          No MI
           16046689                            20360201                                  600000                             20060301                        64.09999847          No MI
           16046690                            20360101                                  457000                             20060201                        69.23999786          No MI
           16046691                            20360201                                   64225                             20060301                                 70          No MI
           16046692                            20360201                                  288000                             20060301                                 80          No MI
           16046694                            20360201                                  480000                             20060301                        78.69000244          No MI
           16046695                            20360201                                  168435                             20060301                                 80          No MI
           16046697                            20360101                                  385000                             20060201                              65.25          No MI
           16046699                            20360201                                  199000                             20060301                        79.91999817          No MI
           16046598                            20360201                                 1365000                             20060301                                 70          No MI
           16046600                            20360201                                   52800                             20060301                                 80          No MI
           16046601                            20360201                                  730000                             20060301                        73.73999786          No MI
           16046602                            20360201                                  190000                             20060301                        79.94999695          No MI
           16046603                            20360201                                  588000                             20060301                                 80          No MI
           16046604                            20360101                                  800000                             20060201                        61.54000092          No MI
           16046605                            20360101                                  303750                             20060201                                 75          No MI
           16046607                            20360101                                  554250                             20060201                                 75          No MI
           16046608                            20360201                                  920000                             20060301                                 80          No MI
           16046609                            20360201                                  157000                             20060301                        57.93000031          No MI
           16046610                            20360201                                  273829                             20060301                                 62          No MI
           16046612                            20360101                                  582000                             20060201                              72.75          No MI
           16046613                            20360201                                  216000                             20060301                                 80          No MI
           16046614                            20360201                                  171400                             20060301                        79.98000336          No MI
           16046616                            20360201                                  157756                             20060301                                 80          No MI
           16046617                            20360101                                  955000                             20060201                        64.52999878          No MI
           16046619                            20360201                                  371296                             20060301                                 80          No MI
           16046620                            20360101                                  467000                             20060201                        62.68000031          No MI
           16046621                            20360101                                  580000                             20060201                                 80          No MI
           16046622                            20360201                                  300000                             20060301                                 80          No MI
           16046623                            20360101                                  461792                             20060201                                 80          No MI
           16046624                            20360201                                  248000                             20060301                                 80          No MI
           16046625                            20360201                                  400000                             20060301                        73.38999939          No MI
           16046626                            20360101                                  528000                             20060201                                 80          No MI
           16046627                            20360101                                  528000                             20060201                                 80          No MI
           16046628                            20360201                                  149600                             20060301                                 80          No MI
           16046629                            20360201                                  580000                             20060301                                 80          No MI
           16046630                            20360101                                  424000                             20060201                                 80          No MI
           16046631                            20360101                                   76800                             20060201                                 80          No MI
           16046632                            20360201                                  232000                             20060301                                 80          No MI
           16046634                            20360201                                  347956                             20060301                                 80          No MI
           16046635                            20360201                                   96000                             20060301                                 80          No MI
           16046637                            20360201                                  460000                             20060301                        79.87000275          No MI
           16046638                            20360201                                  227000                             20060301                        51.95000076          No MI
           16046639                            20360201                                  204000                             20060301                                 80          No MI
           16046640                            20360201                                  445000                             20060301                        75.41999817          No MI
           16046641                            20360101                                  637500                             20060201                                 75          No MI
           16046642                            20360201                                  256700                             20060301                        47.70999908          No MI
           16046525                            20360101                                  437000                             20060201                        53.54999924          No MI
           16046526                            20360201                                  144000                             20060301                                 80          No MI
           16046527                            20360201                                  860000                             20060301                        47.77999878          No MI
           16046528                            20360101                                  550000                             20060201                              68.75          No MI
           16046529                            20360201                                  412500                             20060301                        51.56000137          No MI
           16046530                            20360101                                  560000                             20060201                                 80          No MI
           16046531                            20360201                                  648000                             20060301                                 90          Radian Guaranty
           16046532                            20360201                                  150000                             20060301                        59.02999878          No MI
           16046533                            20360201                                  480000                             20060301                                 80          No MI
           16046534                            20360201                                  132000                             20060301                                 80          No MI
           16046535                            20360201                                  192000                             20060301                                 80          No MI
           16046536                            20360201                                  174400                             20060301                                 80          No MI
           16046537                            20360201                                  250000                             20060301                        79.37000275          No MI
           16046538                            20360101                                  205000                             20060201                        68.33000183          No MI
           16046540                            20360201                                  615000                             20060301                                 75          No MI
           16046542                            20360101                                  520000                             20060201                                 80          No MI
           16046543                            20360101                                  700000                             20060201                        37.84000015          No MI
           16046544                            20360201                                  535600                             20060301                                 80          No MI
           16046545                            20360101                                  144000                             20060201                                 80          No MI
           16046547                            20360201                                  648000                             20060301                                 80          No MI
           16046548                            20360101                                  424000                             20060201                                 80          No MI
           16046549                            20360201                                  200000                             20060301                                 80          No MI
           16046551                            20360201                                  650000                             20060301                        56.41999817          No MI
           16046553                            20360101                                  500000                             20060201                        79.55000305          No MI
           16046555                            20360201                                  427000                             20060301                                 70          No MI
           16046557                            20360201                                  204000                             20060301                                 80          No MI
           16046558                            20360201                                  730000                             20060301                                 73          No MI
           16046559                            20360201                                  684000                             20060301                                 80          No MI
           16046560                            20360101                                   88000                             20060201                                 80          No MI
           16046561                            20360201                                  250000                             20060301                        50.31999969          No MI
           16046563                            20360101                                  532394                             20060201                        60.84999847          No MI
           16046564                            20360101                                  478280                             20060201                                 80          No MI
           16046565                            20360201                                  138400                             20060301                                 80          No MI
           16046566                            20360201                                   69700                             20060301                                 85          Republic MIC
           16046567                            20360201                                  447920                             20060301                                 80          No MI
           16046568                            20360101                                  523500                             20060201                        68.87999725          No MI
           16046572                            20360201                                  194850                             20060301                                 90          GE Capital MI
           16046573                            20360101                                  603920                             20060201                                 80          No MI
           16046574                            20360201                                  194000                             20060301                        79.47000122          No MI
           16046575                            20360101                                  650000                             20060201                        61.90000153          No MI
           16046576                            20360201                                  233635                             20060301                                 80          No MI
           16046578                            20360101                                  547000                             20060201                        51.70000076          No MI
           16046580                            20360201                                  143016                             20060301                                 80          No MI
           16046581                            20360201                                  200208                             20060301                                 80          No MI
           16046582                            20360201                                  150000                             20060301                        20.11000061          No MI
           16046583                            20360201                                  452712                             20060301                                 80          No MI
           16046584                            20360101                                  999999                             20060201                        43.47999954          No MI
           16046585                            20360101                                  999000                             20060201                        68.90000153          No MI
           16046588                            20360201                                  140000                             20060301                                 80          No MI
           16046591                            20360101                                  198160                             20060201                                 80          No MI
           16046592                            20360101                                 2837324                             20060201                        70.93000031          No MI
           16046593                            20360201                                  146320                             20060301                                 80          No MI
           16046594                            20360201                                  220400                             20060301                                 80          No MI
           16046595                            20360201                                  748000                             20060301                        68.62000275          No MI
           16046596                            20360201                                  400000                             20060301                                 80          No MI
           16127503                            20360101                                  264190                             20060201                        75.69999695          No MI
           16127504                            20360101                                  124800                             20060201                        59.70999908          No MI
           16127506                            20360101                                  164000                             20060201                                 80          No MI
           16127507                            20360101                                  164000                             20060201                                 80          No MI
           16127508                            20360101                                  275000                             20060201                        71.43000031          No MI
           16127509                            20360101                                  351000                             20060201                        74.68000031          No MI
           16127510                            20360201                                  248005                             20060301                                 80          No MI
           16127511                            20360201                                  350000                             20060301                        76.86000061          No MI
           16127512                            20360201                                  192944                             20060301                        57.08000183          No MI
           16127513                            20351201                                  291000                             20060101                        69.29000092          No MI
           16127514                            20360101                                  155297                             20060201                                 80          No MI
           16127515                            20360101                                  165615                             20060201                                 90          PMI
           16127516                            20360201                                  162600                             20060301                                 75          No MI
           16127517                            20350401                                  115200                             20050501                                 80          No MI
           16127518                            20360201                                  312000                             20060301                                 80          No MI
           16127519                            20360101                                  107635                             20060201                                 47          No MI
           16127520                            20360101                                  308000                             20060201                                 80          No MI
           16127521                            20360301                                  604000                             20060401                                 80          No MI
           16127522                            20360201                                  310000                             20060301                               77.5          No MI
           16127523                            20360101                                   37800                             20060201                                 90          Radian Guaranty
           16127524                            20360201                                  263047                             20060301                        45.13000107          No MI
           16127525                            20360201                                  122590                             20060301                        36.02999878          No MI
           16127526                            20360201                                  416000                             20060301                                 80          No MI
           16127527                            20360101                                  296240                             20060201                                 80          No MI
           16127528                            20360101                                  136800                             20060201                                 90          Radian Guaranty
           16127529                            20360101                                  623000                             20060201                        75.23999786          No MI
           16127530                            20360201                                  188450                             20060301                                 95          GE Capital MI
           16127532                            20360201                                  650000                             20060301                        78.30999756          No MI
           16127533                            20360201                                  142000                             20060301                        50.70999908          No MI
           16127534                            20360201                                  165827                             20060301                                 80          No MI
           16127547                            20351201                                  189905                             20060101                                 95          Mortgage Guaranty In
           16127548                            20360101                                  316403                             20060201                        65.91999817          No MI
           16127550                            20350201                                  120320                             20050301                                 80          No MI
           16127551                            20360101                                  199100                             20060201                        79.91000366          No MI
           16127552                            20360101                                  136000                             20060201                                 80          No MI
           16127553                            20350701                                  359650                             20050801                        78.19999695          No MI
           16127554                            20360101                                  182536                             20060201                        32.47999954          No MI
           16127555                            20360201                                  197763                             20060301                                 80          No MI
           16127556                            20360101                                  399000                             20060201                        79.80000305          No MI
           16127557                            20360101                                  357120                             20060201                                 80          No MI
           16127558                            20360101                                  206400                             20060201                        79.97000122          No MI
           16127559                            20360201                                  163992                             20060301                                 80          No MI
           16127560                            20360101                                   53900                             20060201                                 70          No MI
           16127561                            20360101                                  176000                             20060201                        78.22000122          No MI
           16127562                            20351201                                  136800                             20060101                                 80          No MI
           16127563                            20360201                                  399700                             20060301                                 70          No MI
           16127565                            20360101                                  128000                             20060201                                 80          No MI
           16127566                            20351201                                  215591                             20060101                                 80          No MI
           16127567                            20360201                                  292000                             20060301                        61.86000061          No MI
           16127568                            20360101                                  155520                             20060201                                 80          No MI
           16127569                            20360101                                   61156                             20060201                        71.11000061          No MI
           16127570                            20360101                                  202720                             20060201                                 80          No MI
           16127571                            20360101                                  300000                             20060201                        23.53000069          No MI
           16127572                            20360101                                  243105                             20060201                                 95          PMI
           16127573                            20360201                                  310000                             20060301                                 62          No MI
           16127574                            20360101                                  140580                             20060201                        78.79000092          No MI
           16127575                            20360201                                   89900                             20060301                                 80          No MI
           16127576                            20360201                                  215000                             20060301                        58.90000153          No MI
           16127577                            20351201                                  306090                             20060101                                 90          GE Capital MI
           16127578                            20360201                                  223920                             20060301                                 80          No MI
           16127541                            20360101                                  290000                             20060201                        63.84999847          No MI
           16127542                            20360101                                  273132                             20060201                                 80          No MI
           16127543                            20360201                                  166880                             20060301                                 80          No MI
           16127544                            20350701                                  174000                             20050801                                 80          No MI
           16127545                            20360201                                  223991                             20060301                                 80          No MI
           16127546                            20360101                                   84000                             20060201                                 70          No MI
           16127535                            20360201                                  260000                             20060301                                 80          No MI
           16127536                            20360301                                  331200                             20060401                        79.97000122          No MI
           16127537                            20360101                                  106200                             20060201                                 90          GE Capital MI
           16127538                            20360101                                  130000                             20060201                        57.77999878          No MI
           16127539                            20351001                                   49600                             20051101                                 80          No MI
           16127540                            20360201                                  183634                             20060301                                 80          No MI
           16127499                            20350801                                  372000                             20050901                        79.15000153          No MI
           16127500                            20151201                                   53000                             20060101                        19.43000031          No MI
           16127501                            20360101                                  151964                             20060201                                 80          No MI
           16127502                            20360101                                  125000                             20060201                        37.88999939          No MI
           16048088                            20360201                                  510000                             20060301                                 75          No MI                                               1.00E+17
           16047971                            20351201                                  440000                             20060101                        56.77000046          No MI                                               1.00E+17
           16047977                            20360101                                  492000                             20060201                        74.88999939          No MI                                               1.00E+17
           16047989                            20360101                                  650000                             20060201                        74.06999969          No MI                                               1.00E+17
           16047990                            20360101                                  472000                             20060201                        79.98999786          No MI                                               1.00E+17
           16047991                            20360101                                  495900                             20060201                                 80          No MI                                               1.00E+17
           16047992                            20360101                                  620000                             20060201                        79.38999939          No MI                                               1.00E+17
           16047994                            20360101                                  441200                             20060201                        79.94999695          No MI                                               1.00E+17
           16048002                            20360101                                  751784                             20060201                                 80          No MI                                               1.00E+17
           16048004                            20351001                                  492000                             20051101                                 80          No MI                                               1.00E+17
           16048006                            20360101                                  620900                             20060201                        89.98999786          Triad Guaranty                                      1.00E+17
           16048008                            20360101                                  421952                             20060201                                 80          No MI                                               1.00E+17
           16048012                            20360201                                  489000                             20060301                        67.91999817          No MI                                               1.00E+17
           16048014                            20360201                                  650000                             20060301                              79.75          No MI                                               1.00E+17
           16048015                            20360101                                  547900                             20060201                        79.98999786          No MI                                               1.00E+17
           16048018                            20360201                                  650000                             20060301                        75.13999939          No MI                                               1.00E+17
           16048019                            20360201                                  724541                             20060301                                 80          No MI                                               1.00E+17
           16048020                            20360201                                  871500                             20060301                        79.23000336          No MI                                               1.00E+17
           16048021                            20360101                                  516740                             20060201                        72.09999847          No MI                                               1.00E+17
           16048024                            20360101                                  750000                             20060201                               62.5          No MI                                               1.00E+17
           16048033                            20351201                                  580000                             20060101                                 80          No MI                                               1.00E+17
           16048037                            20360201                                  602250                             20060301                        79.98999786          No MI                                               1.00E+17
           16048045                            20360201                                  472000                             20060301                                 80          No MI                                               1.00E+17
           16048046                            20360201                                  650000                             20060301                        67.36000061          No MI                                               1.00E+17
           16048048                            20360201                                  768000                             20060301                                 80          No MI                                               1.00E+17
           16048049                            20360201                                  853600                             20060301                                 80          No MI                                               1.00E+17
           16048050                            20360201                                  540000                             20060301                        72.97000122          No MI                                               1.00E+17
           16048068                            20360201                                  563200                             20060301                                 80          No MI                                               1.00E+17
           16048082                            20360301                                  471000                             20060401                        54.45000076          No MI                                               1.00E+17
           16047965                            20360201                                  600384                             20060301                                 80          No MI                                               1.00E+17
           16047967                            20350801                                  302800                             20050901                                 80          No MI                                               1.00E+17
           16047968                            20351001                                  444800                             20051101                                 80          No MI                                               1.00E+17
           16047970                            20360101                                  485000                             20060201                        75.77999878          No MI                                               1.00E+17
           16047972                            20360101                                  455000                             20060201                                 70          No MI                                               1.00E+17
           16047973                            20360101                                  480000                             20060201                                 80          No MI                                               1.00E+17
           16047976                            20360201                                  428215                             20060301                                 80          No MI                                               1.00E+17
           16047978                            20360101                                 1000000                             20060201                        62.34000015          No MI                                               1.00E+17
           16047980                            20360201                                  502100                             20060301                        79.98999786          No MI                                               1.00E+17
           16047983                            20360201                                  516777                             20060301                                 80          No MI                                               1.00E+17
           16047984                            20360201                                  516105                             20060301                                 80          No MI                                               1.00E+17
           16047985                            20360201                                  940000                             20060301                                 80          No MI                                               1.00E+17
           16047987                            20360201                                  452950                             20060301                        79.98999786          No MI                                               1.00E+17
           16047988                            20360101                                  940000                             20060201                                 80          No MI                                               1.00E+17
           16047993                            20360101                                  480000                             20060201                        66.20999908          No MI                                               1.00E+17
           16047995                            20360201                                  602000                             20060301                                 70          No MI                                               1.00E+17
           16047996                            20360101                                  535686                             20060201                                 74          No MI                                               1.00E+17
           16047997                            20360101                                  442515                             20060201                        74.68000031          No MI                                               1.00E+17
           16047998                            20360101                                  800000                             20060201                                 50          No MI                                               1.00E+17
           16047999                            20360101                                  543120                             20060201                                 80          No MI                                               1.00E+17
           16048000                            20360101                                  588000                             20060201                                 80          No MI                                               1.00E+17
           16048001                            20360101                                  476000                             20060201                                 80          No MI                                               1.00E+17
           16048003                            20360201                                  431900                             20060301                                 80          No MI                                               1.00E+17
           16048005                            20360101                                  578044                             20060201                                 80          No MI                                               1.00E+17
           16048007                            20360101                                  462300                             20060201                        79.98999786          No MI                                               1.00E+17
           16048009                            20360201                                  630000                             20060301                        77.30000305          No MI                                               1.00E+17
           16048010                            20360101                                  438200                             20060201                        79.98999786          No MI                                               1.00E+17
           16048011                            20360201                                  448000                             20060301                                 80          No MI                                               1.00E+17
           16048013                            20360201                                  640000                             20060301                                 80          No MI                                               1.00E+17
           16048016                            20351101                                  535050                             20051201                                 90          Republic MIC                                        1.00E+17
           16048017                            20360201                                  864500                             20060301                        74.98999786          No MI                                               1.00E+17
           16048022                            20360201                                  563200                             20060301                                 80          No MI                                               1.00E+17
           16048023                            20360201                                  550000                             20060301                        64.70999908          No MI                                               1.00E+17
           16048025                            20360101                                  661800                             20060201                                 80          No MI                                               1.00E+17
           16048027                            20351001                                  431550                             20051101                        79.98999786          No MI                                               1.00E+17
           16048028                            20360201                                  539000                             20060301                                 70          No MI                                               1.00E+17
           16048029                            20360201                                  497000                             20060301                        79.87999725          No MI                                               1.00E+17
           16048030                            20360201                                  920000                             20060301                                 80          No MI                                               1.00E+17
           16048031                            20360201                                  649960                             20060301                                 80          No MI                                               1.00E+17
           16048032                            20360201                                  468000                             20060301                        75.73000336          No MI                                               1.00E+17
           16048034                            20360201                                  665000                             20060301                        67.16999817          No MI                                               1.00E+17
           16048035                            20360201                                  673800                             20060301                                 80          No MI                                               1.00E+17
           16048036                            20360301                                  431069                             20060401                                 80          No MI                                               1.00E+17
           16048039                            20360201                                  456000                             20060301                                 80          No MI                                               1.00E+17
           16048040                            20360201                                  460000                             20060301                                 80          No MI                                               1.00E+17
           16048041                            20360201                                  540036                             20060301                        64.29000092          No MI                                               1.00E+17
           16048042                            20360201                                  550000                             20060301                        78.70999908          No MI                                               1.00E+17
           16048043                            20360201                                  508000                             20060301                                 80          No MI                                               1.00E+17
           16048044                            20360201                                  560000                             20060301                                 80          No MI                                               1.00E+17
           16048047                            20360201                                  800000                             20060301                        25.80999947          No MI                                               1.00E+17
           16048051                            20360201                                  999999                             20060301                        65.79000092          No MI                                               1.00E+17
           16048052                            20360201                                  421200                             20060301                                 90          Republic MIC                                        1.00E+17
           16048053                            20360301                                  827000                             20060401                        73.34999847          No MI                                               1.00E+17
           16048054                            20360301                                  452745                             20060401                        78.73999786          No MI                                               1.00E+17
           16048055                            20360301                                  525000                             20060401                                 70          No MI                                               1.00E+17
           16048057                            20360301                                  510000                             20060401                        77.86000061          No MI                                               1.00E+17
           16048058                            20360201                                  452000                             20060301                                 80          No MI                                               1.00E+17
           16048059                            20360201                                  675000                             20060301                                 75          No MI                                               1.00E+17
           16048060                            20360301                                  999999                             20060401                        74.62999725          No MI                                               1.00E+17
           16048061                            20360301                                  539496                             20060401                                 80          No MI                                               1.00E+17
           16048063                            20360201                                  574000                             20060301                        52.18000031          No MI                                               1.00E+17
           16048064                            20360201                                  548000                             20060301                                 80          No MI                                               1.00E+17
           16048066                            20360201                                  535000                             20060301                        79.98999786          No MI                                               1.00E+17
           16048067                            20360201                                  584000                             20060301                                 80          No MI                                               1.00E+17
           16048070                            20360201                                  516000                             20060301                                 80          No MI                                               1.00E+17
           16048071                            20360201                                  700800                             20060301                                 80          No MI                                               1.00E+17
           16048072                            20360201                                  483000                             20060301                        72.08999634          No MI                                               1.00E+17
           16048073                            20360201                                  439960                             20060301                                 80          No MI                                               1.00E+17
           16048074                            20360301                                  432000                             20060401                                 80          No MI                                               1.00E+17
           16048075                            20360201                                  483460                             20060301                                 80          No MI                                               1.00E+17
           16048076                            20360201                                  760000                             20060301                        79.94000244          No MI                                               1.00E+17
           16048077                            20360201                                  573600                             20060301                        86.91000366          Republic MIC                                        1.00E+17
           16048078                            20360201                                  465000                             20060301                        72.66000366          No MI                                               1.00E+17
           16048079                            20360201                                  613000                             20060301                                 80          No MI                                               1.00E+17
           16048080                            20360201                                  491200                             20060301                                 80          No MI                                               1.00E+17
           16048081                            20360201                                  467606                             20060301                                 80          No MI                                               1.00E+17
           16048083                            20360301                                  686288                             20060401                                 80          No MI                                               1.00E+17
           16048084                            20350501                                  196000                             20050601                        60.31000137          No MI                                               1.00E+17
           16048086                            20360201                                  585000                             20060301                                 75          No MI                                               1.00E+17
           16048087                            20360201                                  999950                             20060301                        79.68000031          No MI                                               1.00E+17
           16166797                            20360401                                  680000                             20060501                                 80          No MI                                               1.00E+17
           16166649                            20360401                                  420000                             20060501                                 80          No MI                                               1.00E+17
           16166730                            20360401                                  799000                             20060501                        74.33000183          No MI                                               1.00E+17
           16166615                            20360401                                  650000                             20060501                        74.29000092          No MI                                               1.00E+17
           16166582                            20360401                                  825000                             20060501                                 75          No MI                                               1.00E+17
           16166471                            20360401                                  580000                             20060501                                 80          No MI                                               1.00E+17
           16166475                            20360401                                  640000                             20060501                                 80          No MI                                               1.00E+17
           16166437                            20360401                                  476000                             20060501                                 80          No MI                                               1.00E+17
           16166450                            20360401                                  748000                             20060501                                 68          No MI                                               1.00E+17
           16166320                            20360401                                  665000                             20060501                        77.33000183          No MI                                               1.00E+17
           16166337                            20360401                                  575765                             20060501                                 80          No MI                                               1.00E+17
           16166347                            20360401                                  940000                             20060501                                 80          No MI                                               1.00E+17
           16166275                            20360401                                 1000000                             20060501                        30.29999924          No MI                                               1.00E+17
           16166095                            20360301                                  711200                             20060401                                 80          No MI                                               1.00E+17
           16166097                            20360301                                  525000                             20060401                        63.63999939          No MI                                               1.00E+17
           16166101                            20360301                                  987047                             20060401                        78.95999908          No MI                                               1.00E+17
           16166119                            20360301                                  540000                             20060401                        77.13999939          No MI                                               1.00E+17
           16166120                            20360301                                  608000                             20060401                        65.37999725          No MI                                               1.00E+17
           16166134                            20360301                                  880000                             20060401                                 80          No MI                                               1.00E+17
           16166140                            20360401                                  560000                             20060501                                 80          No MI                                               1.00E+17
           16166146                            20360301                                  644000                             20060401                        67.79000092          No MI                                               1.00E+17
           16166150                            20360401                                  604850                             20060501                                 75          No MI                                               1.00E+17
           16166158                            20360201                                  500000                             20060301                        78.73999786          No MI                                               1.00E+17
           16166162                            20360301                                  800000                             20060401                                 80          No MI                                               1.00E+17
           16166165                            20360401                                  440000                             20060501                                 80          No MI                                               1.00E+17
           16166190                            20360401                                  672080                             20060501                                 80          No MI                                               1.00E+17
           16166191                            20360301                                  536000                             20060401                                 80          No MI                                               1.00E+17
           16166192                            20360401                                  455200                             20060501                                 80          No MI                                               1.00E+17
           16166250                            20360401                                  501274                             20060501                                 80          No MI                                               1.00E+17
           16166072                            20360301                                  639000                             20060401                        73.44999695          No MI                                               1.00E+17
           16166081                            20351001                                  450000                             20051101                        67.16000366          No MI                                               1.00E+17
           16166088                            20351001                                  500000                             20051101                        69.93000031          No MI                                               1.00E+17
           16166094                            20360301                                  907200                             20060401                                 70          No MI                                               1.00E+17
           16166794                            20360401                                  488000                             20060501                                 80          No MI                                               1.00E+17
           16166798                            20360401                                  500000                             20060501                        72.98999786          No MI                                               1.00E+17
           16166747                            20360401                                  580250                             20060501                        69.98999786          No MI                                               1.00E+17
           16166751                            20360401                                  447960                             20060501                                 80          No MI                                               1.00E+17
           16166754                            20360401                                  515000                             20060501                        79.83999634          No MI                                               1.00E+17
           16166759                            20360401                                  488000                             20060501                                 80          No MI                                               1.00E+17
           16166763                            20360401                                  484000                             20060501                                 80          No MI                                               1.00E+17
           16166766                            20360401                                  579200                             20060501                                 80          No MI                                               1.00E+17
           16166768                            20360401                                  708000                             20060501                                 80          No MI                                               1.00E+17
           16166769                            20360401                                  999999                             20060501                        70.31999969          No MI                                               1.00E+17
           16166771                            20360401                                  442000                             20060501                        78.93000031          No MI                                               1.00E+17
           16166734                            20360401                                 1455000                             20060501                                 60          No MI                                               1.00E+17
           16166735                            20360401                                  545231                             20060501                                 80          No MI                                               1.00E+17
           16166736                            20360401                                  541200                             20060501                                 80          No MI                                               1.00E+17
           16166738                            20360401                                  569400                             20060501                        79.98999786          No MI                                               1.00E+17
           16166631                            20360401                                  712000                             20060501                                 80          No MI                                               1.00E+17
           16166632                            20360401                                  443300                             20060501                        79.16000366          No MI                                               1.00E+17
           16166635                            20360401                                  704000                             20060501                                 80          No MI                                               1.00E+17
           16166642                            20360401                                  540000                             20060501                        72.77999878          No MI                                               1.00E+17
           16166644                            20360401                                  490122                             20060501                                 80          No MI                                               1.00E+17
           16166653                            20360401                                  550000                             20060501                        73.33000183          No MI                                               1.00E+17
           16166657                            20360401                                  720000                             20060501                                 80          No MI                                               1.00E+17
           16166662                            20360401                                  469000                             20060501                        79.62999725          No MI                                               1.00E+17
           16166665                            20360401                                  600000                             20060501                                 80          No MI                                               1.00E+17
           16166667                            20360401                                  537600                             20060501                                 80          No MI                                               1.00E+17
           16166680                            20360401                                  672000                             20060501                                 80          No MI                                               1.00E+17
           16166693                            20360401                                  600000                             20060501                                 80          No MI                                               1.00E+17
           16166694                            20360501                                  556000                             20060601                                 80          No MI                                               1.00E+17
           16166696                            20360401                                  600000                             20060501                        74.52999878          No MI                                               1.00E+17
           16166701                            20360401                                  984000                             20060501                                 80          No MI                                               1.00E+17
           16166703                            20360401                                  592248                             20060501                                 80          No MI                                               1.00E+17
           16166705                            20360401                                  920000                             20060501                                 80          No MI                                               1.00E+17
           16166713                            20360401                                  584000                             20060501                                 80          No MI                                               1.00E+17
           16166715                            20360401                                  577600                             20060501                                 80          No MI                                               1.00E+17
           16166719                            20360401                                  504000                             20060501                                 80          No MI                                               1.00E+17
           16166722                            20360401                                  528000                             20060501                                 80          No MI                                               1.00E+17
           16166584                            20360401                                  454000                             20060501                        63.06000137          No MI                                               1.00E+17
           16166587                            20360401                                  595717                             20060501                                 80          No MI                                               1.00E+17
           16166589                            20360401                                  724000                             20060501                                 80          No MI                                               1.00E+17
           16166590                            20360401                                  616000                             20060501                                 80          No MI                                               1.00E+17
           16166596                            20360401                                  646000                             20060501                                 68          No MI                                               1.00E+17
           16166598                            20360401                                  425000                             20060501                        69.95999908          No MI                                               1.00E+17
           16166602                            20360401                                  460000                             20060501                        73.59999847          No MI                                               1.00E+17
           16166604                            20360401                                  580000                             20060501                        61.66999817          No MI                                               1.00E+17
           16166605                            20360401                                  616000                             20060501                                 80          No MI                                               1.00E+17
           16166606                            20360401                                  788000                             20060501                                 80          No MI                                               1.00E+17
           16166609                            20360401                                  460000                             20060501                        48.41999817          No MI                                               1.00E+17
           16166611                            20360401                                  680000                             20060501                                 80          No MI                                               1.00E+17
           16166574                            20360401                                  515000                             20060501                        70.55000305          No MI                                               1.00E+17
           16166578                            20360401                                  452000                             20060501                                 80          No MI                                               1.00E+17
           16166456                            20360401                                  856000                             20060501                                 80          No MI                                               1.00E+17
           16166472                            20360401                                  448000                             20060501                                 80          No MI                                               1.00E+17
           16166473                            20360401                                  574000                             20060501                        67.52999878          No MI                                               1.00E+17
           16166476                            20360401                                  690000                             20060501                                 80          No MI                                               1.00E+17
           16166479                            20360401                                  608000                             20060501                                 80          No MI                                               1.00E+17
           16166481                            20360401                                  924000                             20060501                        78.63999939          No MI                                               1.00E+17
           16166482                            20360401                                  423992                             20060501                                 80          No MI                                               1.00E+17
           16166483                            20360401                                  426000                             20060501                        46.04999924          No MI                                               1.00E+17
           16166493                            20360401                                  976000                             20060501                        28.29000092          No MI                                               1.00E+17
           16166497                            20360401                                  450000                             20060501                                 60          No MI                                               1.00E+17
           16166498                            20360401                                  554400                             20060501                                 80          No MI                                               1.00E+17
           16166500                            20360401                                  464000                             20060501                        79.31999969          No MI                                               1.00E+17
           16166501                            20360401                                  968000                             20060501                                 80          No MI                                               1.00E+17
           16166504                            20360401                                  920000                             20060501                                 80          No MI                                               1.00E+17
           16166505                            20360401                                  570000                             20060501                                 80          No MI                                               1.00E+17
           16166510                            20360401                                  825969                             20060501                                 80          No MI                                               1.00E+17
           16166527                            20360401                                  716000                             20060501                                 80          No MI                                               1.00E+17
           16166528                            20360401                                  840000                             20060501                                 80          No MI                                               1.00E+17
           16166531                            20360401                                  423000                             20060501                        76.91000366          No MI                                               1.00E+17
           16166534                            20360401                                  736000                             20060501                                 80          No MI                                               1.00E+17
           16166535                            20360401                                  584000                             20060501                                 80          No MI                                               1.00E+17
           16166536                            20360401                                  476000                             20060501                                 80          No MI                                               1.00E+17
           16166542                            20360401                                  607500                             20060501                                 75          No MI                                               1.00E+17
           16166554                            20360401                                  508000                             20060501                                 80          No MI                                               1.00E+17
           16166555                            20360401                                  516000                             20060501                                 80          No MI                                               1.00E+17
           16166556                            20360401                                  672536                             20060501                                 80          No MI                                               1.00E+17
           16166563                            20360401                                  498300                             20060501                        76.66000366          No MI                                               1.00E+17
           16166570                            20360401                                  780000                             20060501                        71.88999939          No MI                                               1.00E+17
           16166413                            20360401                                  463200                             20060501                                 80          No MI                                               1.00E+17
           16166414                            20360401                                  628000                             20060501                                 80          No MI                                               1.00E+17
           16166415                            20360401                                  630600                             20060501                        79.81999969          No MI                                               1.00E+17
           16166416                            20360401                                  700000                             20060501                                 50          No MI                                               1.00E+17
           16166423                            20360401                                  776000                             20060501                                 80          No MI                                               1.00E+17
           16166424                            20360401                                  584000                             20060501                                 80          No MI                                               1.00E+17
           16166438                            20360401                                  676800                             20060501                                 80          No MI                                               1.00E+17
           16166440                            20360401                                  514600                             20060501                        79.98999786          No MI                                               1.00E+17
           16166329                            20360401                                540169.6                             20060501                                 80          No MI                                               1.00E+17
           16166345                            20360401                                  570000                             20060501                        76.51000214          No MI                                               1.00E+17
           16166350                            20360401                                  999999                             20060501                        47.61999893          No MI                                               1.00E+17
           16166354                            20360401                                  602000                             20060501                                 70          No MI                                               1.00E+17
           16166355                            20360401                                  500000                             20060501                                 80          No MI                                               1.00E+17
           16166356                            20360401                                  704000                             20060501                                 80          No MI                                               1.00E+17
           16166362                            20360401                                  496000                             20060501                                 80          No MI                                               1.00E+17
           16166363                            20360301                                  493600                             20060401                                 80          No MI                                               1.00E+17
           16166369                            20360401                                  820800                             20060501                                 80          No MI                                               1.00E+17
           16166370                            20360401                                  600000                             20060501                        63.15999985          No MI                                               1.00E+17
           16166371                            20360401                                  550000                             20060501                        57.29000092          No MI                                               1.00E+17
           16166373                            20360401                                  442500                             20060501                                 80          No MI                                               1.00E+17
           16166376                            20360401                                  604720                             20060501                                 80          No MI                                               1.00E+17
           16166401                            20360401                                  801000                             20060501                        74.51000214          No MI                                               1.00E+17
           16166402                            20360401                                  524000                             20060501                                 80          No MI                                               1.00E+17
           16166405                            20360401                                  650000                             20060501                        69.88999939          No MI                                               1.00E+17
           16166408                            20360401                                  630000                             20060501                        68.11000061          No MI                                               1.00E+17
           16166409                            20360401                                  505600                             20060501                        55.56000137          No MI                                               1.00E+17
           16166410                            20360401                                  508000                             20060501                                 80          No MI                                               1.00E+17
           16166412                            20360401                                  600000                             20060501                        77.04000092          No MI                                               1.00E+17
           16166284                            20360401                                  716000                             20060501                                 80          No MI                                               1.00E+17
           16166287                            20360401                                  616000                             20060501                                 80          No MI                                               1.00E+17
           16166292                            20360401                                  440800                             20060501                        79.70999908          No MI                                               1.00E+17
           16166293                            20360401                                  808000                             20060501                                 80          No MI                                               1.00E+17
           16166294                            20360401                                  435200                             20060501                                 80          No MI                                               1.00E+17
           16166300                            20360401                                  616247                             20060501                                 80          No MI                                               1.00E+17
           16166302                            20360401                                  685000                             20060501                        77.40000153          No MI                                               1.00E+17
           16166316                            20360401                                  880000                             20060501                                 80          No MI                                               1.00E+17
           16166096                            20360201                                 1000000                             20060301                        68.97000122          No MI                                               1.00E+17
           16166099                            20360201                                  736500                             20060301                        79.98999786          No MI                                               1.00E+17
           16166103                            20360301                                  520000                             20060401                                 80          No MI                                               1.00E+17
           16166105                            20360301                                  471250                             20060401                                 80          No MI                                               1.00E+17
           16166111                            20360301                                  588333                             20060401                                 80          No MI                                               1.00E+17
           16166114                            20360301                                  500000                             20060401                                 80          No MI                                               1.00E+17
           16166117                            20360301                                  569600                             20060401                                 80          No MI                                               1.00E+17
           16166131                            20360401                                 1000000                             20060501                        75.19999695          No MI                                               1.00E+17
           16166132                            20360401                                  460000                             20060501                                 80          No MI                                               1.00E+17
           16166133                            20360401                                  796000                             20060501                                 80          No MI                                               1.00E+17
           16166139                            20360301                                  475000                             20060401                        54.29000092          No MI                                               1.00E+17
           16166144                            20360301                                  521000                             20060401                        79.91000366          No MI                                               1.00E+17
           16166171                            20360401                                  452950                             20060501                                 80          No MI                                               1.00E+17
           16166172                            20360401                                  728000                             20060501                                 80          No MI                                               1.00E+17
           16166173                            20360401                                  722500                             20060501                        76.05000305          No MI                                               1.00E+17
           16166174                            20360401                                  609850                             20060501                        73.48000336          No MI                                               1.00E+17
           16166181                            20360401                                  816000                             20060501                                 80          No MI                                               1.00E+17
           16166184                            20360401                                  528000                             20060501                        52.27999878          No MI                                               1.00E+17
           16166186                            20351101                                 1050000                             20051201                        28.37999916          No MI                                               1.00E+17
           16166195                            20360401                                  860000                             20060501                                 80          No MI                                               1.00E+17
           16166196                            20360401                                  536000                             20060501                                 80          No MI                                               1.00E+17
           16166205                            20360301                                  474400                             20060401                                 80          No MI                                               1.00E+17
           16166210                            20360401                                  787500                             20060501                                 70          No MI                                               1.00E+17
           16166211                            20360401                                  577875                             20060501                                 75          No MI                                               1.00E+17
           16166212                            20360401                                  584000                             20060501                                 80          No MI                                               1.00E+17
           16166214                            20360401                                  511200                             20060501                                 80          No MI                                               1.00E+17
           16166215                            20360401                                  480000                             20060501                        67.61000061          No MI                                               1.00E+17
           16166219                            20360301                                  460000                             20060401                        63.00999832          No MI                                               1.00E+17
           16166222                            20360301                                  512000                             20060401                                 80          No MI                                               1.00E+17
           16166229                            20360401                                  805000                             20060501                        73.18000031          No MI                                               1.00E+17
           16166230                            20360401                                  472000                             20060501                                 80          No MI                                               1.00E+17
           16166239                            20360401                                  650000                             20060501                        63.40999985          No MI                                               1.00E+17
           16166243                            20360401                                  496550                             20060501                        79.98999786          No MI                                               1.00E+17
           16166244                            20360401                                  575348                             20060501                                 80          No MI                                               1.00E+17
           16166258                            20360401                                  455600                             20060501                                 80          No MI                                               1.00E+17
           16166261                            20360401                                  427750                             20060501                        79.98999786          No MI                                               1.00E+17
           16166262                            20360401                                  608000                             20060501                                 80          No MI                                               1.00E+17
           16166264                            20360401                                  750000                             20060501                        42.86000061          No MI                                               1.00E+17
           16166265                            20360401                                  890000                             20060501                        79.11000061          No MI                                               1.00E+17
           16166070                            20360401                                  553000                             20060501                              65.75          No MI                                               1.00E+17
           16166071                            20351001                                  570000                             20051101                        70.37000275          No MI                                               1.00E+17
           16166073                            20351201                                  575000                             20060101                               57.5          No MI                                               1.00E+17
           16166077                            20360401                                  496639                             20060501                                 80          No MI                                               1.00E+17
           16166079                            20360401                                  666828                             20060501                                 80          No MI                                               1.00E+17
           16166085                            20360401                                  664000                             20060501                                 80          No MI                                               1.00E+17
           16166087                            20360401                                  904500                             20060501                                 80          No MI                                               1.00E+17
           16166093                            20360101                                  442320                             20060201                                 80          No MI                                               1.00E+17
           16184179                            20360401                                  618000                             20060501                        77.73999786          No MI                                               1.00E+17
           16184180                            20360401                                  611300                             20060501                        79.52999878          No MI                                               1.00E+17
           16184181                            20360401                                  609600                             20060501                                 80          No MI                                               1.00E+17
           16184183                            20360401                                  644000                             20060501                                 70          No MI                                               1.00E+17
           16184184                            20360401                                  512000                             20060501                                 80          No MI                                               1.00E+17
           16184185                            20360401                                  460000                             20060501                        79.98999786          No MI                                               1.00E+17
           16184186                            20360401                                  500000                             20060501                                 80          No MI                                               1.00E+17
           16184187                            20360401                                  700000                             20060501                        78.48000336          No MI                                               1.00E+17
           16184188                            20360401                                  503190                             20060501                                 80          No MI                                               1.00E+17
           16184189                            20360401                                  626250                             20060501                                 75          No MI                                               1.00E+17
           16184191                            20360401                                  640000                             20060501                                 80          No MI                                               1.00E+17
           16184193                            20360401                                  540000                             20060501                        79.87999725          No MI                                               1.00E+17
           16184195                            20360401                                  936000                             20060501                                 80          No MI                                               1.00E+17
           16184196                            20360401                                  488800                             20060501                                 80          No MI                                               1.00E+17
           16184198                            20360401                                  562500                             20060501                                 80          No MI                                               1.00E+17
           16184199                            20360401                                  472000                             20060501                                 80          No MI                                               1.00E+17
           16184200                            20360401                                  656000                             20060501                                 80          No MI                                               1.00E+17
           16184202                            20360401                                  452800                             20060501                                 80          No MI                                               1.00E+17
           16184203                            20360401                                  465000                             20060501                        72.08999634          No MI                                               1.00E+17
           16184204                            20360401                                  615000                             20060501                        78.33999634          No MI                                               1.00E+17
           16184205                            20360401                                  844000                             20060501                                 80          No MI                                               1.00E+17
           16184209                            20360401                                  444276                             20060501                                 80          No MI                                               1.00E+17
           16184212                            20360401                                  908000                             20060501                                 80          No MI                                               1.00E+17
           16184214                            20360401                                  473792                             20060501                                 80          No MI                                               1.00E+17
           16184217                            20360501                                  715000                             20060601                               62.5          No MI                                               1.00E+17
           16184218                            20360501                                  440000                             20060601                                 80          No MI                                               1.00E+17
           16184219                            20360501                                  484000                             20060601                                 80          No MI                                               1.00E+17
           16184220                            20360501                                  660000                             20060601                                 75          No MI                                               1.00E+17
           16184221                            20360501                                  492000                             20060601                                 80          No MI                                               1.00E+17
           16184223                            20360501                                  642000                             20060601                        72.94999695          No MI                                               1.00E+17
           16184224                            20360501                                  439000                             20060601                              78.25          No MI                                               1.00E+17
           16184225                            20360501                                  600000                             20060601                        79.47000122          No MI                                               1.00E+17
           16184226                            20360401                                  603992                             20060501                                 80          No MI                                               1.00E+17
           16184227                            20360401                                  718000                             20060501                        65.26999664          No MI                                               1.00E+17
           16184228                            20360501                                  752000                             20060601                                 80          No MI                                               1.00E+17
           16184229                            20360501                                  600000                             20060601                        52.16999817          No MI                                               1.00E+17
           16184230                            20360401                                  556000                             20060501                                 80          No MI                                               1.00E+17
           16184232                            20360501                                 1275000                             20060601                                 75          No MI                                               1.00E+17
           16184234                            20360501                                  701250                             20060601                                 75          No MI                                               1.00E+17
           16184236                            20360401                                  424000                             20060501                                 80          No MI                                               1.00E+17
           16184239                            20360501                                  530000                             20060601                        72.59999847          No MI                                               1.00E+17
           16184241                            20360501                                  529000                             20060601                        76.12000275          No MI                                               1.00E+17
           16184245                            20360501                                  600000                             20060601                                 80          No MI                                               1.00E+17
           16184257                            20360501                                  421380                             20060601                                 90          United Guaranty                                     1.00E+17
           16184259                            20360501                                  650000                             20060601                        79.26999664          No MI                                               1.00E+17
           16184262                            20360501                                  500000                             20060601                        66.66999817          No MI                                               1.00E+17
           16184265                            20360501                                  800000                             20060601                                 80          No MI                                               1.00E+17
           16184266                            20360501                                  420000                             20060601                        68.06999969          No MI                                               1.00E+17
           16184268                            20360401                                  648000                             20060501                                 80          No MI                                               1.00E+17
           16184176                            20351001                                  476400                             20051101                        36.65000153          No MI                                               1.00E+17
           16184177                            20360401                                  461620                             20060501                                 80          No MI                                               1.00E+17
           16166799                            20360401                                  650000                             20060501                        79.22000122          No MI                                               1.00E+17
           16166800                            20360301                                  994087                             20060401                        77.66000366          No MI                                               1.00E+17
           16166802                            20360401                                  448000                             20060501                                 80          No MI                                               1.00E+17
           16166756                            20360401                                  592500                             20060501                        68.90000153          No MI                                               1.00E+17
           16166760                            20360401                                  496800                             20060501                                 80          No MI                                               1.00E+17
           16166764                            20360401                                  668900                             20060501                                 80          No MI                                               1.00E+17
           16166785                            20360301                                  910000                             20060401                        61.06999969          No MI                                               1.00E+17
           16166739                            20360401                                  650000                             20060501                        75.93000031          No MI                                               1.00E+17
           16166620                            20360401                                  439920                             20060501                                 80          No MI                                               1.00E+17
           16166624                            20360401                                  752000                             20060501                                 80          No MI                                               1.00E+17
           16166626                            20360401                                  471200                             20060501                                 80          No MI                                               1.00E+17
           16166646                            20360401                                  534750                             20060501                        74.94999695          No MI                                               1.00E+17
           16166673                            20360401                                  588000                             20060501                                 80          No MI                                               1.00E+17
           16166674                            20360401                                  562000                             20060501                        66.90000153          No MI                                               1.00E+17
           16166675                            20360401                                  528000                             20060501                                 80          No MI                                               1.00E+17
           16166687                            20360401                                  899400                             20060501                        79.98000336          No MI                                               1.00E+17
           16166731                            20360401                                  520000                             20060501                                 80          No MI                                               1.00E+17
           16166594                            20360501                                  750000                             20060601                                 50          No MI                                               1.00E+17
           16166599                            20360401                                  850000                             20060501                        59.86000061          No MI                                               1.00E+17
           16166600                            20360401                                  448000                             20060501                                 80          No MI                                               1.00E+17
           16166573                            20360401                                  456000                             20060501                                 80          No MI                                               1.00E+17
           16166581                            20360401                                  420117                             20060501                                 90          PMI                                                 1.00E+17
           16166453                            20360401                                  553000                             20060501                                 79          No MI                                               1.00E+17
           16166465                            20360401                                  545000                             20060501                        71.70999908          No MI                                               1.00E+17
           16166466                            20360401                                  628000                             20060501                        67.52999878          No MI                                               1.00E+17
           16166468                            20360401                                  565000                             20060501                        60.11000061          No MI                                               1.00E+17
           16166484                            20360401                                  900000                             20060501                                 72          No MI                                               1.00E+17
           16166485                            20360401                                  836000                             20060501                                 80          No MI                                               1.00E+17
           16166487                            20360401                                  756000                             20060501                                 80          No MI                                               1.00E+17
           16166489                            20360401                                  518000                             20060501                        20.30999947          No MI                                               1.00E+17
           16166490                            20360401                                  980000                             20060501                        78.40000153          No MI                                               1.00E+17
           16166496                            20360401                                  825000                             20060501                              68.75          No MI                                               1.00E+17
           16166506                            20360401                                  600000                             20060501                        77.91999817          No MI                                               1.00E+17
           16166507                            20360401                                 1000000                             20060501                        75.47000122          No MI                                               1.00E+17
           16166512                            20360401                                  476000                             20060501                                 80          No MI                                               1.00E+17
           16166517                            20360401                                  532000                             20060501                                 80          No MI                                               1.00E+17
           16166529                            20360401                                  816000                             20060501                                 80          No MI                                               1.00E+17
           16166537                            20360401                                 1000000                             20060501                              41.75          No MI                                               1.00E+17
           16166558                            20360401                                  694000                             20060501                        55.52000046          No MI                                               1.00E+17
           16166559                            20360401                                  471920                             20060501                                 80          No MI                                               1.00E+17
           16166564                            20360401                                  450000                             20060501                        48.38999939          No MI                                               1.00E+17
           16166420                            20360401                                  505151                             20060501                                 80          No MI                                               1.00E+17
           16166427                            20360401                                  720000                             20060501                                 80          No MI                                               1.00E+17
           16166429                            20360401                                  444120                             20060501                                 80          No MI                                               1.00E+17
           16166432                            20360401                                  667200                             20060501                                 80          No MI                                               1.00E+17
           16166434                            20360401                                  531500                             20060501                        73.81999969          No MI                                               1.00E+17
           16166446                            20360401                                  740000                             20060501                                 80          No MI                                               1.00E+17
           16166448                            20360401                                  950000                             20060501                        69.08999634          No MI                                               1.00E+17
           16166452                            20360401                                  551000                             20060501                        55.65999985          No MI                                               1.00E+17
           16166324                            20360301                                  468000                             20060401                                 80          No MI                                               1.00E+17
           16166330                            20360401                                  559920                             20060501                        76.15000153          No MI                                               1.00E+17
           16166332                            20360401                                  440000                             20060501                                 80          No MI                                               1.00E+17
           16166333                            20360401                                 1800000                             20060501                              56.25          No MI                                               1.00E+17
           16166342                            20360401                                  461000                             20060501                        69.84999847          No MI                                               1.00E+17
           16166346                            20360401                                  420000                             20060501                                 80          No MI                                               1.00E+17
           16166348                            20360401                                  980000                             20060501                              61.25          No MI                                               1.00E+17
           16166351                            20360401                                  464000                             20060501                        61.13000107          No MI                                               1.00E+17
           16166352                            20360401                                  428000                             20060501                                 80          No MI                                               1.00E+17
           16166358                            20360401                                  695000                             20060501                        77.41999817          No MI                                               1.00E+17
           16166360                            20360401                                  439957                             20060501                                 80          No MI                                               1.00E+17
           16166368                            20360401                                  639200                             20060501                                 80          No MI                                               1.00E+17
           16166374                            20360401                                  441592                             20060501                                 80          No MI                                               1.00E+17
           16166375                            20360401                                  424000                             20060501                                 80          No MI                                               1.00E+17
           16166381                            20360401                                  463960                             20060501                                 80          No MI                                               1.00E+17
           16166383                            20360401                                  650000                             20060501                        54.16999817          No MI                                               1.00E+17
           16166391                            20360401                                  500000                             20060501                        69.93000031          No MI                                               1.00E+17
           16166393                            20360401                                  443500                             20060501                        79.19999695          No MI                                               1.00E+17
           16166399                            20360401                                  465000                             20060501                        73.80999756          No MI                                               1.00E+17
           16166271                            20360401                                  528000                             20060501                                 80          No MI                                               1.00E+17
           16166272                            20360401                                  467950                             20060501                        79.98999786          No MI                                               1.00E+17
           16166274                            20360401                                 1237500                             20060501                                 75          No MI                                               1.00E+17
           16166278                            20360401                                  420000                             20060501                                 80          No MI                                               1.00E+17
           16166281                            20360401                                  472000                             20060501                                 80          No MI                                               1.00E+17
           16166288                            20360401                                  441910                             20060501                                 80          No MI                                               1.00E+17
           16166304                            20360401                                  564800                             20060501                                 80          No MI                                               1.00E+17
           16166305                            20360401                                 1385000                             20060501                        74.86000061          No MI                                               1.00E+17
           16166306                            20360401                                  488000                             20060501                                 80          No MI                                               1.00E+17
           16166308                            20360401                                  750000                             20060501                        69.76999664          No MI                                               1.00E+17
           16166311                            20360401                                 1000000                             20060501                        59.34999847          No MI                                               1.00E+17
           16166317                            20360401                                  427000                             20060501                                 61          No MI                                               1.00E+17
           16166100                            20360201                                  516000                             20060301                                 80          No MI                                               1.00E+17
           16166109                            20360301                                  637000                             20060401                                 70          No MI                                               1.00E+17
           16166118                            20360301                                  624000                             20060401                                 80          No MI                                               1.00E+17
           16166123                            20360401                                  692000                             20060501                                 80          No MI                                               1.00E+17
           16166126                            20360401                                  578517                             20060501                                 90          PMI                                                 1.00E+17
           16166129                            20360301                                  716000                             20060401                                 80          No MI                                               1.00E+17
           16166137                            20360301                                  598400                             20060401                                 80          No MI                                               1.00E+17
           16166141                            20360401                                  720000                             20060501                        79.12000275          No MI                                               1.00E+17
           16166157                            20360401                                  448000                             20060501                                 80          No MI                                               1.00E+17
           16166166                            20360401                                  450000                             20060501                        70.30999756          No MI                                               1.00E+17
           16166177                            20360401                                  880000                             20060501                                 80          No MI                                               1.00E+17
           16166180                            20360401                                  497600                             20060501                                 80          No MI                                               1.00E+17
           16166182                            20360401                                  460000                             20060501                                 80          No MI                                               1.00E+17
           16166185                            20360401                                  592000                             20060501                                 80          No MI                                               1.00E+17
           16166187                            20360401                                  599200                             20060501                                 80          No MI                                               1.00E+17
           16166193                            20360401                                  500000                             20060501                        76.80000305          No MI                                               1.00E+17
           16166198                            20360401                                  448000                             20060501                                 80          No MI                                               1.00E+17
           16166199                            20360401                                  570350                             20060501                        79.98999786          No MI                                               1.00E+17
           16166221                            20360301                                  503500                             20060401                                 80          No MI                                               1.00E+17
           16166224                            20360401                                  504000                             20060501                                 80          No MI                                               1.00E+17
           16166227                            20360401                                  540000                             20060501                        31.76000023          No MI                                               1.00E+17
           16166233                            20360401                                  552000                             20060501                                 80          No MI                                               1.00E+17
           16166236                            20360401                                  781000                             20060501                        72.65000153          No MI                                               1.00E+17
           16166251                            20360401                                  540000                             20060501                                 80          No MI                                               1.00E+17
           16166254                            20360401                                 1000000                             20060501                        66.66999817          No MI                                               1.00E+17
           16166263                            20360401                                 1700000                             20060501                                 68          No MI                                               1.00E+17
           16166266                            20360401                                  880000                             20060501                        74.88999939          No MI                                               1.00E+17
           16166078                            20360401                                  666025                             20060501                                 80          No MI                                               1.00E+17
           16166082                            20360401                                  559300                             20060501                                 70          No MI                                               1.00E+17
           16166089                            20360401                                  683000                             20060501                                 80          No MI                                               1.00E+17
           16177241                            20360401                                 1000000                             20060501                        76.91999817          No MI                                               1.00E+17
           16177242                            20360501                                  751960                             20060601                                 80          No MI                                               1.00E+17
           16177243                            20360501                                  540000                             20060601                                 80          No MI                                               1.00E+17
           16177244                            20360501                                 1196250                             20060601                                 75          No MI                                               1.00E+17
           16177245                            20360501                                 1125000                             20060601                                 75          No MI                                               1.00E+17
           16177220                            20360401                                 1270284                             20060501                                 75          No MI                                               1.00E+17
           16177221                            20360501                                  503920                             20060601                                 80          No MI                                               1.00E+17
           16177222                            20360501                                  459000                             20060601                        79.83000183          No MI                                               1.00E+17
           16177223                            20360501                                  431200                             20060601                                 80          No MI                                               1.00E+17
           16177224                            20360501                                  504000                             20060601                                 80          No MI                                               1.00E+17
           16177225                            20360401                                  702600                             20060501                        79.98999786          No MI                                               1.00E+17
           16177226                            20360401                                  500000                             20060501                                 80          No MI                                               1.00E+17
           16177227                            20360401                                  540000                             20060501                        56.84000015          No MI                                               1.00E+17
           16177228                            20360501                                  736000                             20060601                                 75          No MI                                               1.00E+17
           16177229                            20360401                                  524000                             20060501                                 80          No MI                                               1.00E+17
           16177230                            20360401                                  440000                             20060501                                 80          No MI                                               1.00E+17
           16177231                            20360401                                  556000                             20060501                                 80          No MI                                               1.00E+17
           16177232                            20360401                                  691000                             20060501                        79.87999725          No MI                                               1.00E+17
           16177233                            20360401                                  648000                             20060501                                 80          No MI                                               1.00E+17
           16177234                            20360401                                  532000                             20060501                                 80          No MI                                               1.00E+17
           16177235                            20360401                                  468000                             20060501                                 80          No MI                                               1.00E+17
           16177236                            20360501                                  774000                             20060601                                 80          No MI                                               1.00E+17
           16177237                            20360501                                  494650                             20060601                        79.98999786          No MI                                               1.00E+17
           16177238                            20360501                                  524200                             20060601                                 70          No MI                                               1.00E+17
           16177239                            20360501                                  624000                             20060601                                 80          No MI                                               1.00E+17
           16177240                            20360501                                  530500                             20060601                                 80          No MI                                               1.00E+17
           16177210                            20360501                                  903750                             20060601                                 75          No MI                                               1.00E+17
           16177211                            20360401                                  639200                             20060501                                 80          No MI                                               1.00E+17
           16177212                            20360401                                 3000000                             20060501                                 60          No MI                                               1.00E+17
           16177213                            20360401                                  442000                             20060501                        79.93000031          No MI                                               1.00E+17
           16177214                            20360501                                  900000                             20060601                        47.36999893          No MI                                               1.00E+17
           16177215                            20360401                                  500000                             20060501                        72.47000122          No MI                                               1.00E+17
           16177216                            20360401                                  900000                             20060501                        79.93000031          No MI                                               1.00E+17
           16177217                            20360401                                  998000                             20060501                        79.68000031          No MI                                               1.00E+17
           16177218                            20360501                                  584000                             20060601                                 80          No MI                                               1.00E+17
           16177219                            20360401                                  428000                             20060501                                 80          No MI                                               1.00E+17
           16177170                            20360501                                  591776                             20060601                                 80          No MI                                               1.00E+17
           16177171                            20360501                                  543200                             20060601                                 80          No MI                                               1.00E+17
           16177172                            20360401                                  650000                             20060501                              79.75          No MI                                               1.00E+17
           16177173                            20360501                                 1110000                             20060601                                 75          No MI                                               1.00E+17
           16177174                            20360501                                 3000000                             20060601                                 75          No MI                                               1.00E+17
           16177175                            20360401                                  420000                             20060501                                 80          No MI                                               1.00E+17
           16177176                            20360401                                  482000                             20060501                        75.66999817          No MI                                               1.00E+17
           16177177                            20360401                                 1000000                             20060501                        69.26000214          No MI                                               1.00E+17
           16177178                            20360301                                  440000                             20060401                                 40          No MI                                               1.00E+17
           16177179                            20360401                                  532000                             20060501                                 80          No MI                                               1.00E+17
           16177180                            20360401                                  423500                             20060501                        65.15000153          No MI                                               1.00E+17
           16177181                            20360401                                  436000                             20060501                                 80          No MI                                               1.00E+17
           16177182                            20360401                                  491600                             20060501                                 80          No MI                                               1.00E+17
           16177183                            20360401                                  657000                             20060501                        75.51999664          No MI                                               1.00E+17
           16177184                            20360401                                  455900                             20060501                                 80          No MI                                               1.00E+17
           16177185                            20360401                                  470000                             20060501                        79.90000153          No MI                                               1.00E+17
           16177186                            20360401                                  684000                             20060501                                 80          No MI                                               1.00E+17
           16177187                            20360401                                 1310000                             20060501                        74.86000061          No MI                                               1.00E+17
           16177188                            20360401                                  605000                             20060501                        76.77999878          No MI                                               1.00E+17
           16177189                            20360401                                  593910                             20060501                        81.91999817          Republic MIC                                        1.00E+17
           16177190                            20360401                                  746500                             20060501                        56.34000015          No MI                                               1.00E+17
           16177191                            20360401                                  504000                             20060501                                 80          No MI                                               1.00E+17
           16177192                            20360401                                  508000                             20060501                                 80          No MI                                               1.00E+17
           16177193                            20360401                                  625000                             20060501                                 50          No MI                                               1.00E+17
           16177194                            20360401                                 1646000                             20060501                        53.09999847          No MI                                               1.00E+17
           16177195                            20360401                                  543156                             20060501                                 80          No MI                                               1.00E+17
           16177196                            20360401                                  508000                             20060501                                 80          No MI                                               1.00E+17
           16177197                            20360401                                  456000                             20060501                                 80          No MI                                               1.00E+17
           16177198                            20360401                                  549975                             20060501                                 80          No MI                                               1.00E+17
           16177199                            20360401                                  434400                             20060501                                 80          No MI                                               1.00E+17
           16177165                            20360401                                  469000                             20060501                                 70          No MI                                               1.00E+17
           16177166                            20360401                                  556000                             20060501                                 80          No MI                                               1.00E+17
           16177167                            20360301                                 2800000                             20060401                        71.79000092          No MI                                               1.00E+17
           16177168                            20360401                                  650000                             20060501                        77.83999634          No MI                                               1.00E+17
           16177169                            20360401                                  457100                             20060501                                 80          No MI                                               1.00E+17
           16177113                            20360401                                  539300                             20060501                        65.37000275          No MI                                               1.00E+17
           16177114                            20360401                                  925050                             20060501                                 80          No MI                                               1.00E+17
           16177115                            20360401                                 1100000                             20060501                        22.45000076          No MI                                               1.00E+17
           16177116                            20360401                                  454016                             20060501                                 80          No MI                                               1.00E+17
           16177117                            20360401                                  418428                             20060501                                 80          No MI                                               1.00E+17
           16177118                            20360401                                  568038                             20060501                                 80          No MI                                               1.00E+17
           16177119                            20360401                                  471350                             20060501                        79.98999786          No MI                                               1.00E+17
           16177120                            20360401                                  650000                             20060501                              71.75          No MI                                               1.00E+17
           16177121                            20360401                                  453750                             20060501                                 80          No MI                                               1.00E+17
           16177122                            20360401                                  477890                             20060501                                 80          No MI                                               1.00E+17
           16177123                            20360401                                  624000                             20060501                        79.19000244          No MI                                               1.00E+17
           16177124                            20360401                                  435975                             20060501                        78.55000305          No MI                                               1.00E+17
           16177125                            20360401                                  576000                             20060501                                 80          No MI                                               1.00E+17
           16177126                            20360401                                  455600                             20060501                                 80          No MI                                               1.00E+17
           16177127                            20360401                                  531700                             20060501                        79.30000305          No MI                                               1.00E+17
           16177128                            20360401                                  636660                             20060501                                 80          No MI                                               1.00E+17
           16177129                            20360401                                  959950                             20060501                                 80          No MI                                               1.00E+17
           16177130                            20351201                                 2750000                             20060101                        68.04000092          No MI                                               1.00E+17
           16177131                            20360301                                  725900                             20060401                                 80          No MI                                               1.00E+17
           16177132                            20360301                                  540450                             20060401                        79.98999786          No MI                                               1.00E+17
           16177133                            20360401                                  451000                             20060501                        45.09999847          No MI                                               1.00E+17
           16177134                            20360401                                  557000                             20060501                        79.56999969          No MI                                               1.00E+17
           16177135                            20360401                                  608543                             20060501                        75.26000214          No MI                                               1.00E+17
           16177136                            20360401                                  695000                             20060501                        77.65000153          No MI                                               1.00E+17
           16177137                            20360401                                  600000                             20060501                        42.11000061          No MI                                               1.00E+17
           16177138                            20360401                                  635350                             20060501                        79.98999786          No MI                                               1.00E+17
           16177139                            20360401                                  436000                             20060501                                 80          No MI                                               1.00E+17
           16177140                            20360401                                  418000                             20060501                                 95          GE Capital MI                                       1.00E+17
           16177141                            20360401                                  533000                             20060501                        70.12999725          No MI                                               1.00E+17
           16177142                            20360401                                  505000                             20060501                        53.15999985          No MI                                               1.00E+17
           16177143                            20360401                                  463500                             20060501                        67.16999817          No MI                                               1.00E+17
           16177144                            20360401                                  680000                             20060501                                 80          No MI                                               1.00E+17
           16177145                            20360401                                  555000                             20060501                        67.68000031          No MI                                               1.00E+17
           16177146                            20360401                                  705600                             20060501                                 80          No MI                                               1.00E+17
           16177147                            20360401                                  457792                             20060501                                 80          No MI                                               1.00E+17
           16177148                            20360401                                  516000                             20060501                                 80          No MI                                               1.00E+17
           16177110                            20360301                                  600000                             20060401                                 80          No MI                                               1.00E+17
           16177111                            20360301                                  500000                             20060401                        78.12999725          No MI                                               1.00E+17
           16177112                            20360201                                  620000                             20060301                        76.54000092          No MI                                               1.00E+17
           16177149                            20351201                                  430600                             20060101                        76.20999908          No MI                                               1.00E+17
           16177150                            20360401                                 2110100                             20060501                                 75          No MI                                               1.00E+17
           16177152                            20360501                                  460000                             20060601                                 80          No MI                                               1.00E+17
           16177153                            20360401                                 1406250                             20060501                                 75          No MI                                               1.00E+17
           16177154                            20360301                                  480000                             20060401                                 80          No MI                                               1.00E+17
           16177155                            20360501                                  482000                             20060601                        49.84000015          No MI                                               1.00E+17
           16177157                            20360401                                  640000                             20060501                                 80          No MI                                               1.00E+17
           16177158                            20360201                                 1000000                             20060301                        79.37000275          No MI                                               1.00E+17
           16177159                            20360401                                  654000                             20060501                                 80          No MI                                               1.00E+17
           16177160                            20360301                                  454048                             20060401                                 80          No MI                                               1.00E+17
           16177161                            20360401                                  528750                             20060501                        69.12000275          No MI                                               1.00E+17
           16177162                            20360401                                  747342                             20060501                                 80          No MI                                               1.00E+17
           16177163                            20360401                                 1662500                             20060501                                 70          No MI                                               1.00E+17
           16177164                            20360401                                  477700                             20060501                        79.98000336          No MI                                               1.00E+17
           16177100                            20360401                                  750200                             20060501                                 80          No MI                                               1.00E+17
           16177101                            20360401                                  460000                             20060501                                 80          No MI                                               1.00E+17
           16177102                            20360401                                  494500                             20060501                        60.34999847          No MI                                               1.00E+17
           16177103                            20360401                                  582400                             20060501                                 80          No MI                                               1.00E+17
           16177104                            20360401                                  840000                             20060501                                 70          No MI                                               1.00E+17
           16177105                            20360301                                  551350                             20060401                        79.98999786          No MI                                               1.00E+17
           16177106                            20360401                                  615000                             20060501                        71.48000336          No MI                                               1.00E+17
           16177107                            20360401                                  466300                             20060501                        63.88000107          No MI                                               1.00E+17
           16177108                            20351201                                  711800                             20060101                                 80          No MI                                               1.00E+17
           16177109                            20360401                                  444350                             20060501                                 75          No MI                                               1.00E+17
           16177200                            20360401                                  480000                             20060501                                 80          No MI                                               1.00E+17
           16177201                            20360401                                 1585000                             20060501                        52.83000183          No MI                                               1.00E+17
           16177202                            20360401                                  510000                             20060501                        77.26999664          No MI                                               1.00E+17
           16177203                            20360401                                  457696                             20060501                                 80          No MI                                               1.00E+17
           16177204                            20360401                                  457696                             20060501                                 80          No MI                                               1.00E+17
           16177205                            20360401                                  716000                             20060501                                 80          No MI                                               1.00E+17
           16177206                            20360501                                  465000                             20060601                        67.38999939          No MI                                               1.00E+17
           16177207                            20360401                                  532000                             20060501                                 80          No MI                                               1.00E+17
           16177208                            20360401                                  960000                             20060501                              65.75          No MI                                               1.00E+17
           16177209                            20360401                                  640000                             20060501                        75.29000092          No MI                                               1.00E+17
           16177090                            20351001                                  445100                             20051101                                 80          No MI                                               1.00E+17
           16177091                            20360401                                  640872                             20060501                                 80          No MI                                               1.00E+17
           16177092                            20360501                                  651795                             20060601                                 75          No MI                                               1.00E+17
           16177093                            20360501                                  998628                             20060601                                 75          No MI                                               1.00E+17
           16177094                            20360401                                  499900                             20060501                                 80          No MI                                               1.00E+17
           16177095                            20360401                                  448666                             20060501                                 80          No MI                                               1.00E+17
           16177096                            20360301                                  600000                             20060401                        79.47000122          No MI                                               1.00E+17
           16177097                            20360101                                  774000                             20060201                                 80          No MI                                               1.00E+17
           16177098                            20360301                                  603050                             20060401                        79.98999786          No MI                                               1.00E+17
           16177099                            20360401                                 1000000                             20060501                        61.54000092          No MI                                               1.00E+17
           16218249                            20360501                                 1000000                             20060601                        75.47000122          No MI                                               1.00E+17
           16218250                            20360501                                  472500                             20060601                        69.37999725          No MI                                               1.00E+17
           16218251                            20360401                                  468000                             20060501                                 80          No MI                                               1.00E+17
           16218252                            20360501                                  447200                             20060601                                 80          No MI                                               1.00E+17
           16218244                            20360501                                  576000                             20060601                                 80          No MI                                               1.00E+17
           16218245                            20360501                                  632000                             20060601                                 80          No MI                                               1.00E+17
           16218246                            20360501                                  392800                             20060601                                 80          No MI                                               1.00E+17
           16218247                            20360501                                  720000                             20060601                                 80          No MI                                               1.00E+17
           16218248                            20360501                                  945000                             20060601                               67.5          No MI                                               1.00E+17
           16218236                            20360501                                  633600                             20060601                                 80          No MI                                               1.00E+17
           16218237                            20360501                                  644830                             20060601                                 80          No MI                                               1.00E+17
           16218238                            20360501                                  940000                             20060601                                 80          No MI                                               1.00E+17
           16218239                            20360501                                  574000                             20060601                                 70          No MI                                               1.00E+17
           16218240                            20360501                                  860000                             20060601                                 80          No MI                                               1.00E+17
           16218241                            20360501                                  620000                             20060601                                 80          No MI                                               1.00E+17
           16218242                            20360501                                  552000                             20060601                                 69          No MI                                               1.00E+17
           16218243                            20360501                                  472000                             20060601                                 80          No MI                                               1.00E+17
           16218230                            20360501                                  650000                             20060601                        38.24000168          No MI                                               1.00E+17
           16218231                            20360501                                  628000                             20060601                                 80          No MI                                               1.00E+17
           16218232                            20360501                                  900000                             20060601                                 18          No MI                                               1.00E+17
           16218233                            20360501                                 1240000                             20060601                        73.37000275          No MI                                               1.00E+17
           16218234                            20360501                                  201600                             20060601                                 80          No MI                                               1.00E+17
           16218235                            20360501                                   77600                             20060601                                 80          No MI                                               1.00E+17
           16218227                            20360501                                  650000                             20060601                        74.70999908          No MI                                               1.00E+17
           16218228                            20360501                                  756000                             20060601                                 80          No MI                                               1.00E+17
           16218229                            20360501                                  452000                             20060601                        62.77999878          No MI                                               1.00E+17
           16218226                            20360501                                  522500                             20060601                        76.83999634          No MI                                               1.00E+17
           16218150                            20360501                                 1500000                             20060601                        68.56999969          No MI                                               1.00E+17
           16218151                            20360501                                  650000                             20060601                        78.79000092          No MI                                               1.00E+17
           16218152                            20360501                                  583600                             20060601                                 80          No MI                                               1.00E+17
           16218153                            20360501                                  427992                             20060601                                 80          No MI                                               1.00E+17
           16218154                            20360501                                  596000                             20060601                                 80          No MI                                               1.00E+17
           16218155                            20360401                                  452000                             20060501                                 80          No MI                                               1.00E+17
           16218156                            20360501                                  504000                             20060601                                 70          No MI                                               1.00E+17
           16218157                            20360501                                  580000                             20060601                        73.41999817          No MI                                               1.00E+17
           16218158                            20360501                                  436800                             20060601                                 80          No MI                                               1.00E+17
           16218159                            20360501                                  564000                             20060601                                 80          No MI                                               1.00E+17
           16218160                            20360501                                  488861                             20060601                                 80          No MI                                               1.00E+17
           16218161                            20360501                                  127720                             20060601                                 80          No MI                                               1.00E+17
           16218162                            20360501                                  616000                             20060601                                 80          No MI                                               1.00E+17
           16218163                            20360501                                  650000                             20060601                        77.37999725          No MI                                               1.00E+17
           16218164                            20360501                                  535500                             20060601                                 90          United Guaranty                                     1.00E+17
           16218165                            20360501                                  139200                             20060601                                 80          No MI                                               1.00E+17
           16218166                            20360501                                  532000                             20060601                                 80          No MI                                               1.00E+17
           16218167                            20360501                                  700000                             20060601                        49.11999893          No MI                                               1.00E+17
           16218168                            20360501                                  705000                             20060601                        78.33000183          No MI                                               1.00E+17
           16218169                            20360501                                  881250                             20060601                                 75          No MI                                               1.00E+17
           16218126                            20360501                                 1100000                             20060601                                 55          No MI                                               1.00E+17
           16218170                            20360501                                  800000                             20060601                                 80          No MI                                               1.00E+17
           16218171                            20360501                                  528000                             20060601                                 80          No MI                                               1.00E+17
           16218172                            20360501                                  836000                             20060601                                 80          No MI                                               1.00E+17
           16218173                            20360501                                  567014                             20060601                                 80          No MI                                               1.00E+17
           16218174                            20360501                                  496000                             20060601                                 80          No MI                                               1.00E+17
           16218175                            20360501                                  592000                             20060601                        75.90000153          No MI                                               1.00E+17
           16218176                            20360501                                 1068750                             20060601                                 75          No MI                                               1.00E+17
           16218177                            20360501                                  608000                             20060601                                 80          No MI                                               1.00E+17
           16218178                            20360501                                  650000                             20060601                        77.83999634          No MI                                               1.00E+17
           16218179                            20360501                                  624000                             20060601                                 80          No MI                                               1.00E+17
           16218180                            20360501                                  632000                             20060601                                 80          No MI                                               1.00E+17
           16218127                            20360401                                  445600                             20060501                                 80          No MI                                               1.00E+17
           16218128                            20360501                                 1000000                             20060601                        68.97000122          No MI                                               1.00E+17
           16218129                            20360501                                  417050                             20060601                        75.97000122          No MI                                               1.00E+17
           16218181                            20360501                                  700000                             20060601                        49.11999893          No MI                                               1.00E+17
           16218182                            20360501                                  979000                             20060601                        78.31999969          No MI                                               1.00E+17
           16218183                            20360501                                  444000                             20060601                                 80          No MI                                               1.00E+17
           16218184                            20360501                                  440000                             20060601                                 80          No MI                                               1.00E+17
           16218185                            20360501                                  427000                             20060601                        50.83000183          No MI                                               1.00E+17
           16218130                            20360501                                  212400                             20060601                                 90          Republic MIC                                        1.00E+17
           16218131                            20360401                                  543000                             20060501                        70.05999756          No MI                                               1.00E+17
           16218132                            20360401                                  495000                             20060501                                 75          No MI                                               1.00E+17
           16218186                            20360501                                  564800                             20060601                                 80          No MI                                               1.00E+17
           16218187                            20360501                                  617500                             20060601                        68.61000061          No MI                                               1.00E+17
           16218188                            20360501                                  264000                             20060601                                 80          No MI                                               1.00E+17
           16218189                            20360501                                  466400                             20060601                                 80          No MI                                               1.00E+17
           16218190                            20360401                                  562000                             20060501                              70.25          No MI                                               1.00E+17
           16218191                            20360501                                  155990                             20060601                                 80          No MI                                               1.00E+17
           16218192                            20360501                                  665000                             20060601                        72.68000031          No MI                                               1.00E+17
           16218193                            20360501                                  472000                             20060601                                 80          No MI                                               1.00E+17
           16218194                            20360501                                  440000                             20060601                                 80          No MI                                               1.00E+17
           16218195                            20360501                                  576000                             20060601                                 80          No MI                                               1.00E+17
           16218196                            20360501                                  537600                             20060601                                 80          No MI                                               1.00E+17
           16218197                            20360501                                  235000                             20060601                        79.93000031          No MI                                               1.00E+17
           16218198                            20360501                                  650000                             20060601                        76.47000122          No MI                                               1.00E+17
           16218199                            20360501                                  245340                             20060601                                 87          Republic MIC                                        1.00E+17
           16218133                            20360501                                  423500                             20060601                        79.98999786          No MI                                               1.00E+17
           16218134                            20360501                                  435700                             20060601                        79.98000336          No MI                                               1.00E+17
           16218135                            20360401                                  499900                             20060501                        69.91999817          No MI                                               1.00E+17
           16218136                            20360501                                  515000                             20060601                        77.44000244          No MI                                               1.00E+17
           16218137                            20360501                                  880000                             20060601                                 80          No MI                                               1.00E+17
           16218138                            20360401                                  440000                             20060501                        71.54000092          No MI                                               1.00E+17
           16218139                            20360401                                  446000                             20060501                        26.23999977          No MI                                               1.00E+17
           16218140                            20360501                                  747870                             20060601                                 80          No MI                                               1.00E+17
           16218141                            20360501                                  460765                             20060601                        50.59000015          No MI                                               1.00E+17
           16218142                            20360401                                  435050                             20060501                        79.98999786          No MI                                               1.00E+17
           16218143                            20360501                                  568048                             20060601                                 80          No MI                                               1.00E+17
           16218144                            20360501                                  905600                             20060601                                 80          No MI                                               1.00E+17
           16218145                            20360501                                  878424                             20060601                                 80          No MI                                               1.00E+17
           16218146                            20360501                                  896000                             20060601                                 80          No MI                                               1.00E+17
           16218147                            20360501                                  500000                             20060601                        18.52000046          No MI                                               1.00E+17
           16218148                            20360301                                  450000                             20060401                        85.70999908          United Guaranty                                     1.00E+17
           16218149                            20360501                                  198560                             20060601                                 80          No MI                                               1.00E+17
           16218100                            20360401                                  787500                             20060501                                 75          No MI                                               1.00E+17
           16218101                            20360401                                  465350                             20060501                                 80          No MI                                               1.00E+17
           16218102                            20360401                                 1000000                             20060501                        70.79000092          No MI                                               1.00E+17
           16218103                            20360401                                  623200                             20060501                                 80          No MI                                               1.00E+17
           16218104                            20360501                                  656000                             20060601                                 80          No MI                                               1.00E+17
           16218105                            20360401                                  456400                             20060501                                 80          No MI                                               1.00E+17
           16218106                            20360301                                  492000                             20060401                                 80          No MI                                               1.00E+17
           16218113                            20360501                                  476000                             20060601                                 80          No MI                                               1.00E+17
           16218114                            20360501                                  445700                             20060601                        79.98999786          No MI                                               1.00E+17
           16218115                            20360501                                  580000                             20060601                                 80          No MI                                               1.00E+17
           16218116                            20360401                                  472500                             20060501                        79.98999786          No MI                                               1.00E+17
           16218117                            20360501                                  562500                             20060601                                 90          GE Capital MI                                       1.00E+17
           16218118                            20360501                                  584908                             20060601                                 80          No MI                                               1.00E+17
           16218119                            20360501                                  991500                             20060601                        74.98999786          No MI                                               1.00E+17
           16218107                            20360401                                  484000                             20060501                                 80          No MI                                               1.00E+17
           16218108                            20360401                                  452600                             20060501                        79.98999786          No MI                                               1.00E+17
           16218109                            20360401                                  496000                             20060501                                 80          No MI                                               1.00E+17
           16218120                            20360401                                  597100                             20060501                                 80          No MI                                               1.00E+17
           16218121                            20360401                                  639950                             20060501                        79.98999786          No MI                                               1.00E+17
           16218122                            20360501                                  542500                             20060601                        61.22999954          No MI                                               1.00E+17
           16218123                            20360501                                  467550                             20060601                        79.56999969          No MI                                               1.00E+17
           16218124                            20360501                                  471600                             20060601                                 80          No MI                                               1.00E+17
           16218125                            20360501                                  508000                             20060601                                 80          No MI                                               1.00E+17
           16218110                            20360501                                  444550                             20060601                                 80          No MI                                               1.00E+17
           16218111                            20360501                                  510000                             20060601                        71.33000183          No MI                                               1.00E+17
           16218112                            20360401                                  535500                             20060501                                 70          No MI                                               1.00E+17
           16218083                            20360501                                  606154                             20060601                                 80          No MI                                               1.00E+17
           16218084                            20360401                                  510000                             20060501                              66.75          No MI                                               1.00E+17
           16218085                            20360501                                  504000                             20060601                                 80          No MI                                               1.00E+17
           16218086                            20360501                                  908000                             20060601                                 80          No MI                                               1.00E+17
           16218087                            20360501                                  294392                             20060601                                 80          No MI                                               1.00E+17
           16218088                            20360501                                  960000                             20060601                                 80          No MI                                               1.00E+17
           16218089                            20360401                                  962500                             20060501                                 55          No MI                                               1.00E+17
           16218090                            20360401                                  656500                             20060501                        66.65000153          No MI                                               1.00E+17
           16218091                            20360401                                  495000                             20060501                        56.90000153          No MI                                               1.00E+17
           16218092                            20360401                                  561000                             20060501                        72.38999939          No MI                                               1.00E+17
           16218093                            20360501                                  656000                             20060601                                 80          No MI                                               1.00E+17
           16218094                            20360401                                  697356                             20060501                                 80          No MI                                               1.00E+17
           16218095                            20360401                                  730000                             20060501                        76.83999634          No MI                                               1.00E+17
           16218096                            20360401                                  743100                             20060501                                 80          No MI                                               1.00E+17
           16218097                            20360401                                  577500                             20060501                                 70          No MI                                               1.00E+17
           16218098                            20360401                                  452800                             20060501                                 80          No MI                                               1.00E+17
           16218099                            20360501                                 1000000                             20060601                        76.91999817          No MI                                               1.00E+17
           16218300                            20360501                                  504000                             20060601                                 70          No MI                                               1.00E+17
           16218301                            20360501                                  452000                             20060601                                 80          No MI                                               1.00E+17
           16218302                            20360501                                  420000                             20060601                                 80          No MI                                               1.00E+17
           16218303                            20360501                                  560000                             20060601                                 80          No MI                                               1.00E+17
           16218304                            20360501                                 1000000                             20060601                        77.51999664          No MI                                               1.00E+17
           16218305                            20360501                                  442400                             20060601                                 80          No MI                                               1.00E+17
           16218306                            20360501                                  719200                             20060601                                 80          No MI                                               1.00E+17
           16218307                            20360501                                  864000                             20060601                        69.12000275          No MI                                               1.00E+17
           16218308                            20360501                                  435000                             20060601                        43.72000122          No MI                                               1.00E+17
           16218309                            20360501                                  552000                             20060601                                 80          No MI                                               1.00E+17
           16218310                            20360501                                  448000                             20060601                                 80          No MI                                               1.00E+17
           16218311                            20360501                                  451950                             20060601                                 80          No MI                                               1.00E+17
           16218312                            20360501                                  435000                             20060601                        78.37999725          No MI                                               1.00E+17
           16218313                            20360501                                  479200                             20060601                        79.87999725          No MI                                               1.00E+17
           16218314                            20360501                                  751800                             20060601                                 80          No MI                                               1.00E+17
           16218315                            20360501                                  497600                             20060601                                 80          No MI                                               1.00E+17
           16218316                            20360501                                  908000                             20060601                                 80          No MI                                               1.00E+17
           16218317                            20360501                                 1540000                             20060601                                 70          No MI                                               1.00E+17
           16218318                            20360501                                  792000                             20060601                                 80          No MI                                               1.00E+17
           16218319                            20360501                                  430000                             20060601                                 80          No MI                                               1.00E+17
           16218320                            20360501                                  742000                             20060601                        74.56999969          No MI                                               1.00E+17
           16218321                            20360501                                  824000                             20060601                                 80          No MI                                               1.00E+17
           16218322                            20360501                                  500000                             20060601                        49.02000046          No MI                                               1.00E+17
           16218323                            20360501                                  560000                             20060601                                 80          No MI                                               1.00E+17
           16218324                            20360601                                  424000                             20060701                                 80          No MI                                               1.00E+17
           16218325                            20360501                                  670000                             20060601                        74.44000244          No MI                                               1.00E+17
           16218326                            20360501                                  520000                             20060601                                 80          No MI                                               1.00E+17
           16218327                            20360501                                  646000                             20060601                        61.75999832          No MI                                               1.00E+17
           16218328                            20360601                                  435000                             20060701                        50.58000183          No MI                                               1.00E+17
           16218329                            20360501                                  708000                             20060601                                 80          No MI                                               1.00E+17
           16218330                            20360501                                  453111                             20060601                                 80          No MI                                               1.00E+17
           16218331                            20360501                                  457850                             20060601                                 80          No MI                                               1.00E+17
           16218332                            20360501                                  800000                             20060601                        76.91999817          No MI                                               1.00E+17
           16218220                            20360501                                  540000                             20060601                                 80          No MI                                               1.00E+17
           16218221                            20360501                                  632000                             20060601                                 80          No MI                                               1.00E+17
           16218222                            20360501                                  696500                             20060601                                 70          No MI                                               1.00E+17
           16218223                            20360501                                  672000                             20060601                                 80          No MI                                               1.00E+17
           16218224                            20360501                                  504000                             20060601                                 80          No MI                                               1.00E+17
           16218225                            20360501                                  492000                             20060601                                 80          No MI                                               1.00E+17
           16218200                            20360501                                 1443750                             20060601                                 75          No MI                                               1.00E+17
           16218201                            20360501                                  850000                             20060601                        70.88999939          No MI                                               1.00E+17
           16218202                            20360501                                 1000000                             20060601                        73.52999878          No MI                                               1.00E+17
           16218203                            20360501                                 1020000                             20060601                        53.68000031          No MI                                               1.00E+17
           16218204                            20360501                                  650000                             20060601                        73.94999695          No MI                                               1.00E+17
           16218205                            20360501                                  579800                             20060601                        79.98999786          No MI                                               1.00E+17
           16218206                            20360501                                  426400                             20060601                                 80          No MI                                               1.00E+17
           16218207                            20360501                                 1497900                             20060601                        57.61000061          No MI                                               1.00E+17
           16218208                            20360501                                  595000                             20060601                        69.19000244          No MI                                               1.00E+17
           16218209                            20360501                                  650000                             20060601                        77.37999725          No MI                                               1.00E+17
           16218210                            20360501                                 1000000                             20060601                        58.81999969          No MI                                               1.00E+17
           16218211                            20360501                                  736000                             20060601                                 80          No MI                                               1.00E+17
           16218212                            20360501                                  764000                             20060601                                 80          No MI                                               1.00E+17
           16218213                            20360501                                  800000                             20060601                                 80          No MI                                               1.00E+17
           16218214                            20360501                                  517173                             20060601                                 80          No MI                                               1.00E+17
           16218215                            20360501                                  478000                             20060601                        56.90000153          No MI                                               1.00E+17
           16218216                            20360501                                  631500                             20060601                        56.63999939          No MI                                               1.00E+17
           16218217                            20360501                                  428000                             20060601                        71.93000031          No MI                                               1.00E+17
           16218218                            20360501                                  849473                             20060601                                 80          No MI                                               1.00E+17
           16218256                            20360501                                  696000                             20060601                                 80          No MI                                               1.00E+17
           16218257                            20360501                                  436800                             20060601                        62.31000137          No MI                                               1.00E+17
           16218258                            20360501                                  496000                             20060601                                 80          No MI                                               1.00E+17
           16218259                            20360501                                 1110000                             20060601                        54.15000153          No MI                                               1.00E+17
           16218260                            20360501                                  451700                             20060601                        54.41999817          No MI                                               1.00E+17
           16218261                            20360501                                  448000                             20060601                                 80          No MI                                               1.00E+17
           16218262                            20360501                                  441000                             20060601                        72.88999939          No MI                                               1.00E+17
           16218263                            20360501                                  151950                             20060601                        92.08999634          Triad Guaranty                                      1.00E+17
           16218264                            20360501                                  584000                             20060601                                 80          No MI                                               1.00E+17
           16218265                            20360501                                  520000                             20060601                                 80          No MI                                               1.00E+17
           16218266                            20360501                                  860000                             20060601                                 80          No MI                                               1.00E+17
           16218267                            20360501                                  595200                             20060601                                 80          No MI                                               1.00E+17
           16218268                            20360501                                  716000                             20060601                                 80          No MI                                               1.00E+17
           16218269                            20360501                                  531200                             20060601                                 80          No MI                                               1.00E+17
           16218253                            20360501                                  476000                             20060601                        79.98000336          No MI                                               1.00E+17
           16218270                            20360501                                  489300                             20060601                                 70          No MI                                               1.00E+17
           16218271                            20360501                                  464000                             20060601                                 80          No MI                                               1.00E+17
           16218272                            20360501                                  744000                             20060601                                 80          No MI                                               1.00E+17
           16218273                            20360501                                  590500                             20060601                        78.73000336          No MI                                               1.00E+17
           16218274                            20360501                                  579600                             20060601                                 80          No MI                                               1.00E+17
           16218275                            20360501                                  550000                             20060601                        59.13999939          No MI                                               1.00E+17
           16218276                            20360501                                  788000                             20060601                                 80          No MI                                               1.00E+17
           16218277                            20360501                                 1000000                             20060601                        76.91999817          No MI                                               1.00E+17
           16218278                            20360501                                  650000                             20060601                        70.83999634          No MI                                               1.00E+17
           16218279                            20360501                                  500000                             20060601                                 80          No MI                                               1.00E+17
           16218280                            20360501                                  650000                             20060601                        79.26999664          No MI                                               1.00E+17
           16218281                            20360501                                  635000                             20060601                        75.59999847          No MI                                               1.00E+17
           16218282                            20360501                                  808000                             20060601                                 80          No MI                                               1.00E+17
           16218283                            20360501                                  495202                             20060601                                 80          No MI                                               1.00E+17
           16218284                            20360501                                  650000                             20060601                        74.62999725          No MI                                               1.00E+17
           16218285                            20360501                                  444000                             20060601                                 80          No MI                                               1.00E+17
           16218286                            20360501                                  504000                             20060601                                 80          No MI                                               1.00E+17
           16218287                            20360501                                  440000                             20060601                                 80          No MI                                               1.00E+17
           16218288                            20360501                                  443200                             20060601                                 80          No MI                                               1.00E+17
           16218289                            20360501                                  680000                             20060601                        68.69000244          No MI                                               1.00E+17
           16218290                            20360501                                  460000                             20060601                                 80          No MI                                               1.00E+17
           16218291                            20360501                                  536000                             20060601                                 80          No MI                                               1.00E+17
           16218292                            20360501                                  494350                             20060601                                 80          No MI                                               1.00E+17
           16218293                            20360501                                  638050                             20060601                        89.98999786          United Guaranty                                     1.00E+17
           16218294                            20360501                                  530252                             20060601                                 80          No MI                                               1.00E+17
           16218295                            20360501                                  555001                             20060601                        61.66999817          No MI                                               1.00E+17
           16218296                            20360501                                  448000                             20060601                                 80          No MI                                               1.00E+17
           16218297                            20360501                                  576000                             20060601                                 80          No MI                                               1.00E+17
           16218298                            20360501                                  600000                             20060601                        79.16000366          No MI                                               1.00E+17
           16218299                            20360501                                  430000                             20060601                        56.58000183          No MI                                               1.00E+17
           16218254                            20360501                                  640385                             20060601                        67.98000336          No MI                                               1.00E+17
           16218255                            20360501                                  430000                             20060601                        78.47000122          No MI                                               1.00E+17
           16199805                            20360401                                 1000000                             20060501                        72.19999695          No MI                                               1.00E+17
           16199806                            20360401                                  540000                             20060501                                 72          No MI                                               1.00E+17
           16199807                            20360501                                  650000                             20060601                        69.88999939          No MI                                               1.00E+17
           16199808                            20360501                                  633900                             20060601                        66.73000336          No MI                                               1.00E+17
           16199809                            20360401                                  620000                             20060501                                 80          No MI                                               1.00E+17
           16199810                            20360501                                 1200000                             20060601                                 80          No MI                                               1.00E+17
           16199811                            20360501                                  615200                             20060601                                 80          No MI                                               1.00E+17
           16199812                            20360501                                  430000                             20060601                        59.31000137          No MI                                               1.00E+17
           16199813                            20360501                                  507200                             20060601                        76.26999664          No MI                                               1.00E+17
           16199814                            20360501                                 1000000                             20060601                        74.62999725          No MI                                               1.00E+17
           16199815                            20360501                                 1000000                             20060601                        71.43000031          No MI                                               1.00E+17
           16199816                            20360501                                  624000                             20060601                                 80          No MI                                               1.00E+17
           16199817                            20360501                                  445000                             20060601                        55.27999878          No MI                                               1.00E+17
           16199818                            20360401                                  635000                             20060501                        75.77999878          No MI                                               1.00E+17
           16199819                            20360401                                  900000                             20060501                              56.25          No MI                                               1.00E+17
           16199820                            20360501                                  999999                             20060601                        70.91999817          No MI                                               1.00E+17
           16199821                            20360501                                  789106                             20060601                                 80          No MI                                               1.00E+17
           16199822                            20360501                                  880000                             20060601                                 80          No MI                                               1.00E+17
           16199823                            20360401                                  710000                             20060501                                 80          No MI                                               1.00E+17
           16199824                            20360401                                  575692                             20060501                        79.73999786          No MI                                               1.00E+17
           16199825                            20360501                                  540000                             20060601                        71.05000305          No MI                                               1.00E+17
           16199826                            20360401                                  433910                             20060501                        68.44999695          No MI                                               1.00E+17
           16199827                            20360501                                  492000                             20060601                        77.48000336          No MI                                               1.00E+17
           16199829                            20360501                                  735000                             20060601                                 70          No MI                                               1.00E+17
           16199830                            20360501                                 1000000                             20060601                        76.91999817          No MI                                               1.00E+17
           16199831                            20360501                                 1680000                             20060601                                 80          No MI                                               1.00E+17
           16199832                            20360501                                  540000                             20060601                        63.90999985          No MI                                               1.00E+17
           16199833                            20360501                                  441000                             20060601                        55.81999969          No MI                                               1.00E+17
           16199834                            20360401                                  711600                             20060501                        75.79000092          No MI                                               1.00E+17
           16199835                            20360501                                  900000                             20060601                        21.43000031          No MI                                               1.00E+17
           16199836                            20360501                                  500000                             20060601                        60.97999954          No MI                                               1.00E+17
           16199837                            20360401                                  533450                             20060501                                 80          No MI                                               1.00E+17
           16199838                            20360501                                  450000                             20060601                        35.29000092          No MI                                               1.00E+17
           16199839                            20360501                                  527200                             20060601                                 80          No MI                                               1.00E+17
           16199840                            20360501                                  512000                             20060601                                 80          No MI                                               1.00E+17
           16199841                            20360501                                  964000                             20060601                                 80          No MI                                               1.00E+17
           16199842                            20360501                                  960000                             20060601                                 80          No MI                                               1.00E+17
           16199843                            20360501                                  469000                             20060601                                 70          No MI                                               1.00E+17
           16199844                            20360501                                  440000                             20060601                        69.83999634          No MI                                               1.00E+17
           16199845                            20360501                                  720000                             20060601                        72.73000336          No MI                                               1.00E+17
           16199846                            20360501                                  567000                             20060601                        73.91999817          No MI                                               1.00E+17
           16199847                            20360501                                  750000                             20060601                        41.31999969          No MI                                               1.00E+17
           16199848                            20360501                                  700000                             20060601                        66.66999817          No MI                                               1.00E+17
           16199849                            20360501                                  458105                             20060601                                 80          No MI                                               1.00E+17
           16199850                            20360501                                  740000                             20060601                                 80          No MI                                               1.00E+17
           16199851                            20360501                                  520000                             20060601                                 80          No MI                                               1.00E+17
           16199852                            20360401                                  622000                             20060501                              69.75          No MI                                               1.00E+17
           16199853                            20360201                               649949.79                             20060301                        46.41999817          No MI
           16199854                            20360101                               798675.31                             20060201                        66.55999756          No MI                                               1.00E+17
           16199855                            20360501                                  596000                             20060601                                 80          No MI                                               1.00E+17
           16199795                            20360501                                  532000                             20060601                        58.13999939          No MI                                               1.00E+17
           16199796                            20360501                                  559200                             20060601                                 80          No MI                                               1.00E+17
           16199797                            20360501                                  788000                             20060601                                 80          No MI                                               1.00E+17
           16199798                            20360501                                 1000000                             20060601                        35.70999908          No MI                                               1.00E+17
           16199799                            20360501                                  438400                             20060601                                 80          No MI                                               1.00E+17
           16199705                            20360501                                  499000                             20060601                        68.54000092          No MI                                               1.00E+17
           16199706                            20360401                                  479000                             20060501                        73.69000244          No MI                                               1.00E+17
           16199707                            20360401                                  445000                             20060501                        51.74000168          No MI                                               1.00E+17
           16199708                            20360501                                  545000                             20060601                        64.12000275          No MI                                               1.00E+17
           16199709                            20360501                                  475000                             20060601                        39.58000183          No MI                                               1.00E+17
           16199710                            20360401                                  510000                             20060501                        71.83999634          No MI                                               1.00E+17
           16199711                            20360501                                  800000                             20060601                        66.12000275          No MI                                               1.00E+17
           16199712                            20360501                                  679347                             20060601                                 80          No MI                                               1.00E+17
           16199713                            20360501                                  640000                             20060601                                 80          No MI                                               1.00E+17
           16199714                            20360401                                  538400                             20060501                                 80          No MI                                               1.00E+17
           16199715                            20360101                                  768000                             20060201                                 80          No MI                                               1.00E+17
           16199716                            20360301                                  590000                             20060401                        67.43000031          No MI                                               1.00E+17
           16199717                            20360401                                  585000                             20060501                        73.12999725          No MI                                               1.00E+17
           16199718                            20360201                                  548000                             20060301                                 80          No MI                                               1.00E+17
           16199719                            20360401                                  577600                             20060501                                 80          No MI                                               1.00E+17
           16199700                            20360401                                  665250                             20060501                                 80          No MI                                               1.00E+17
           16199701                            20360401                                  475000                             20060501                        79.69999695          No MI                                               1.00E+17
           16199702                            20360501                                  457000                             20060601                        56.41999817          No MI                                               1.00E+17
           16199703                            20360401                                  456000                             20060501                        25.32999992          No MI                                               1.00E+17
           16199704                            20360401                                 1075000                             20060501                        46.74000168          No MI                                               1.00E+17
           16199787                            20360401                                  680000                             20060501                                 80          No MI                                               1.00E+17
           16199788                            20360501                                  443920                             20060601                                 80          No MI                                               1.00E+17
           16199789                            20360401                                  426000                             20060501                                 80          No MI                                               1.00E+17
           16199790                            20360501                                  480000                             20060601                                 80          No MI                                               1.00E+17
           16199791                            20360501                                  620000                             20060601                                 80          No MI                                               1.00E+17
           16199792                            20360401                                  650000                             20060501                        68.41999817          No MI                                               1.00E+17
           16199793                            20360501                                  600000                             20060601                        73.88999939          No MI                                               1.00E+17
           16199794                            20360401                                  515000                             20060501                        79.37999725          No MI                                               1.00E+17
           16199690                            20360501                                  770000                             20060601                        71.62999725          No MI                                               1.00E+17
           16199691                            20360401                                  540000                             20060501                                 80          No MI                                               1.00E+17
           16199692                            20360401                                  530000                             20060501                        63.86000061          No MI                                               1.00E+17
           16199693                            20360401                                  437500                             20060501                                 70          No MI                                               1.00E+17
           16199694                            20360401                                  595000                             20060501                        52.41999817          No MI                                               1.00E+17
           16199695                            20360501                                  925000                             20060601                                 50          No MI                                               1.00E+17
           16199696                            20360301                                  516000                             20060401                                 80          No MI                                               1.00E+17
           16199697                            20360501                                  607000                             20060601                        43.36000061          No MI                                               1.00E+17
           16199698                            20360401                                  520000                             20060501                                 80          No MI                                               1.00E+17
           16199699                            20360401                                  900000                             20060501                                 75          No MI                                               1.00E+17
           16199680                            20360401                                  475000                             20060501                        74.80000305          No MI                                               1.00E+17
           16199681                            20360401                                  454950                             20060501                        79.98999786          No MI                                               1.00E+17
           16199682                            20360401                                  500000                             20060501                        72.98999786          No MI                                               1.00E+17
           16199683                            20360401                                  516000                             20060501                                 80          No MI                                               1.00E+17
           16199684                            20360401                                  579000                             20060501                        69.83999634          No MI                                               1.00E+17
           16199685                            20360501                                  510000                             20060601                        40.79999924          No MI                                               1.00E+17
           16199686                            20360401                                  556000                             20060501                                 80          No MI                                               1.00E+17
           16199687                            20360401                                  714000                             20060501                        79.33000183          No MI                                               1.00E+17
           16199688                            20360401                                  850000                             20060501                        56.66999817          No MI                                               1.00E+17
           16199689                            20360401                                  566250                             20060501                                 75          No MI                                               1.00E+17
           16199663                            20360401                                  760000                             20060501                                 80          No MI                                               1.00E+17
           16199664                            20360401                                  490000                             20060501                                 70          No MI                                               1.00E+17
           16199665                            20360401                                  465600                             20060501                                 80          No MI                                               1.00E+17
           16199666                            20360401                                  510600                             20060501                        75.63999939          No MI                                               1.00E+17
           16199667                            20360401                                  650000                             20060501                        68.41999817          No MI                                               1.00E+17
           16199668                            20360501                                 1610000                             20060601                                 70          No MI                                               1.00E+17
           16199669                            20360401                                  876000                             20060501                                 80          No MI                                               1.00E+17
           16199670                            20360401                                  574300                             20060501                        65.62999725          No MI                                               1.00E+17
           16199671                            20360401                                  800000                             20060501                        72.40000153          No MI                                               1.00E+17
           16199672                            20360401                                  532500                             20060501                                 75          No MI                                               1.00E+17
           16199673                            20360401                                  480000                             20060501                        67.12999725          No MI                                               1.00E+17
           16199674                            20360401                                  624000                             20060501                                 80          No MI                                               1.00E+17
           16199675                            20360401                                  496000                             20060501                                 80          No MI                                               1.00E+17
           16199676                            20360501                                  500000                             20060601                        41.66999817          No MI                                               1.00E+17
           16199677                            20360401                                  760000                             20060501                                 80          No MI                                               1.00E+17
           16199678                            20360501                                  640000                             20060601                        78.05000305          No MI                                               1.00E+17
           16199679                            20360401                                  525000                             20060501                                 70          No MI                                               1.00E+17
           16199753                            20360401                                  592000                             20060501                                 80          No MI                                               1.00E+17
           16199754                            20360501                                  675000                             20060601                               37.5          No MI                                               1.00E+17
           16199760                            20360401                                  900000                             20060501                        52.93999863          No MI                                               1.00E+17
           16199762                            20360501                                 1122000                             20060601                                 60          No MI                                               1.00E+17
           16199763                            20360401                                  776000                             20060501                                 80          No MI                                               1.00E+17
           16199764                            20360401                                  440456                             20060501                        69.91000366          No MI                                               1.00E+17
           16199765                            20360501                                  580000                             20060601                                 80          No MI                                               1.00E+17
           16199766                            20360401                                  610000                             20060501                        64.20999908          No MI                                               1.00E+17
           16199767                            20360501                                  508792                             20060601                                 80          No MI                                               1.00E+17
           16199768                            20360501                                  492000                             20060601                                 80          No MI                                               1.00E+17
           16199769                            20360501                                  460000                             20060601                                 80          No MI                                               1.00E+17
           16199770                            20360401                                  442000                             20060501                        60.13999939          No MI                                               1.00E+17
           16199771                            20360501                                  500000                             20060601                        46.99000168          No MI                                               1.00E+17
           16199772                            20360501                                  655000                             20060601                        77.98000336          No MI                                               1.00E+17
           16199773                            20360501                                  650000                             20060601                               67.5          No MI                                               1.00E+17
           16199774                            20360501                                  548000                             20060601                                 80          No MI                                               1.00E+17
           16199775                            20360501                                 1000000                             20060601                        62.45999908          No MI                                               1.00E+17
           16199776                            20360501                                  424000                             20060601                                 80          No MI                                               1.00E+17
           16199777                            20360401                                  757535                             20060501                        58.27000046          No MI                                               1.00E+17
           16199778                            20360401                                  585000                             20060501                              48.75          No MI                                               1.00E+17
           16199779                            20360401                                  880000                             20060501                                 80          No MI                                               1.00E+17
           16199780                            20360501                                  671200                             20060601                                 80          No MI                                               1.00E+17
           16199781                            20360501                                  468000                             20060601                                 80          No MI                                               1.00E+17
           16199782                            20360501                                  570068                             20060601                        75.01000214          No MI                                               1.00E+17
           16199783                            20360401                                  650000                             20060501                        76.91999817          No MI                                               1.00E+17
           16199784                            20360501                                  530000                             20060601                        60.91999817          No MI                                               1.00E+17
           16199785                            20360501                                  488000                             20060601                                 80          No MI                                               1.00E+17
           16199786                            20360501                                  448000                             20060601                                 80          No MI                                               1.00E+17
           16199755                            20360401                                  665500                             20060501                        76.05999756          No MI                                               1.00E+17
           16199756                            20360501                                  535200                             20060601                                 80          No MI                                               1.00E+17
           16199757                            20360401                                  592000                             20060501                                 80          No MI                                               1.00E+17
           16199758                            20360401                                  584000                             20060501                        78.76000214          No MI                                               1.00E+17
           16199759                            20360501                                  540000                             20060601                                 80          No MI                                               1.00E+17
           16199632                            20360401                                  497336                             20060501                                 80          No MI                                               1.00E+17
           16199633                            20360101                               487998.49                             20060201                                 80          No MI                                               1.00E+17
           16199634                            20360101                                  492269                             20060201                        76.65000153          No MI                                               1.00E+17
           16199635                            20360501                                  720000                             20060601                                 80          No MI                                               1.00E+17
           16199636                            20360501                                  610992                             20060601                                 80          No MI                                               1.00E+17
           16199637                            20360501                                  783175                             20060601                                 80          No MI                                               1.00E+17
           16199638                            20360401                                  450000                             20060501                        64.13999939          No MI                                               1.00E+17
           16199639                            20360501                                  550000                             20060601                        76.30000305          No MI                                               1.00E+17
           16199640                            20360501                                  500000                             20060601                        62.11999893          No MI                                               1.00E+17
           16199641                            20360401                                  448575                             20060501                                 80          No MI                                               1.00E+17
           16199642                            20360501                                  984725                             20060601                        65.65000153          No MI                                               1.00E+17
           16199643                            20360501                                  443576                             20060601                                 80          No MI                                               1.00E+17
           16199644                            20360401                                  457002                             20060501                                 80          No MI                                               1.00E+17
           16199645                            20360501                                  468715                             20060601                                 80          No MI                                               1.00E+17
           16199646                            20360401                                  469171                             20060501                                 80          No MI                                               1.00E+17
           16199647                            20360101                                  478600                             20060201                        76.58000183          No MI                                               1.00E+17
           16199648                            20360401                                  500000                             20060501                        58.13999939          No MI                                               1.00E+17
           16199649                            20360401                                  580000                             20060501                                 80          No MI                                               1.00E+17
           16199650                            20360401                                 1300000                             20060501                        67.52999878          No MI                                               1.00E+17
           16199651                            20360301                                  560000                             20060401                                 80          No MI                                               1.00E+17
           16199652                            20360301                                  480500                             20060401                                 80          No MI                                               1.00E+17
           16199653                            20360301                                  528000                             20060401                        70.87000275          No MI                                               1.00E+17
           16199654                            20360401                                  496000                             20060501                                 80          No MI                                               1.00E+17
           16199655                            20360401                                  630000                             20060501                        43.45000076          No MI                                               1.00E+17
           16199656                            20360401                                  514000                             20060501                        74.81999969          No MI                                               1.00E+17
           16199657                            20360401                                  710000                             20060501                        73.95999908          No MI                                               1.00E+17
           16199658                            20360401                                  965250                             20060501                                 75          No MI                                               1.00E+17
           16199659                            20360401                                  422300                             20060501                        56.68000031          No MI                                               1.00E+17
           16199660                            20360401                                 1500000                             20060501                        39.47000122          No MI                                               1.00E+17
           16199661                            20360401                                  699000                             20060501                                 75          No MI                                               1.00E+17
           16199662                            20360401                                  700000                             20060501                        55.77999878          No MI                                               1.00E+17
           16199723                            20360401                                  650000                             20060501                                 50          No MI                                               1.00E+17
           16199724                            20360501                                  447330                             20060601                                 75          No MI                                               1.00E+17
           16199725                            20360301                                 1860000                             20060401                                 80          No MI                                               1.00E+17
           16199726                            20360501                                  580148                             20060601                                 80          No MI                                               1.00E+17
           16199727                            20360501                                  596872                             20060601                                 80          No MI                                               1.00E+17
           16199728                            20360501                                  510000                             20060601                        78.45999908          No MI                                               1.00E+17
           16199729                            20360401                                 1000000                             20060501                        63.52999878          No MI                                               1.00E+17
           16199730                            20360501                                  568000                             20060601                                 80          No MI                                               1.00E+17
           16199731                            20360501                                  420000                             20060601                              79.25          No MI                                               1.00E+17
           16199732                            20360401                                  492000                             20060501                                 80          No MI                                               1.00E+17
           16199733                            20360301                                  572000                             20060401                                 80          No MI                                               1.00E+17
           16199734                            20360501                                  679920                             20060601                                 80          No MI                                               1.00E+17
           16199735                            20360501                                  488000                             20060601                                 80          No MI                                               1.00E+17
           16199736                            20360401                                  696000                             20060501                                 80          No MI                                               1.00E+17
           16199737                            20360501                                  597200                             20060601                                 80          No MI                                               1.00E+17
           16199738                            20360501                                  540000                             20060601                        67.91999817          No MI                                               1.00E+17
           16199739                            20360401                                  602000                             20060501                                 70          No MI                                               1.00E+17
           16199740                            20360501                                  608000                             20060601                                 80          No MI                                               1.00E+17
           16199741                            20360401                                  480000                             20060501                                 80          No MI                                               1.00E+17
           16199742                            20360501                                  440000                             20060601                                 80          No MI                                               1.00E+17
           16199743                            20360401                                  620000                             20060501                        42.22999954          No MI                                               1.00E+17
           16199744                            20360501                                  500000                             20060601                        29.40999985          No MI                                               1.00E+17
           16199745                            20360501                                  471920                             20060601                                 80          No MI                                               1.00E+17
           16199746                            20360401                                  600000                             20060501                        68.18000031          No MI                                               1.00E+17
           16199747                            20360401                                  560000                             20060501                        78.31999969          No MI                                               1.00E+17
           16199748                            20360501                                  465500                             20060601                                 70          No MI                                               1.00E+17
           16199749                            20360501                                  975000                             20060601                                 75          No MI                                               1.00E+17
           16199750                            20360401                                  532000                             20060501                                 80          No MI                                               1.00E+17
           16199751                            20360401                                  654000                             20060501                                 80          No MI                                               1.00E+17
           16199752                            20360501                                 1000000                             20060601                        74.08000183          No MI                                               1.00E+17
           16199720                            20360301                                  559264                             20060401                                 80          No MI                                               1.00E+17
           16199721                            20360501                                 1000000                             20060601                        57.13999939          No MI                                               1.00E+17
           16199722                            20360401                                  500000                             20060501                                 80          No MI                                               1.00E+17
           16232382                            20350901                                  468000                             20051001                                 80          No MI                                               1.00E+17
           16199856                            20360401                                  500000                             20060501                        33.33000183          No MI                                               1.00E+17
           16199857                            20360501                                  999900                             20060601                        79.87999725          No MI                                               1.00E+17
           16199800                            20360501                                  904000                             20060601                                 80          No MI                                               1.00E+17
           16199801                            20360501                                  460000                             20060601                                 80          No MI                                               1.00E+17
           16199802                            20360501                                  650000                             20060601                        59.09000015          No MI                                               1.00E+17
           16199803                            20360501                                 1500000                             20060601                        45.45000076          No MI                                               1.00E+17
           16199804                            20360501                                  452000                             20060601                                 80          No MI                                               1.00E+17
           16218700                            20360501                                  456000                             20060601                                 80          No MI                                               1.00E+17
           16218701                            20360501                                  837000                             20060601                        68.33000183          No MI                                               1.00E+17
           16218702                            20360501                                  439500                             20060601                        79.62000275          No MI                                               1.00E+17
           16218703                            20360501                                  623200                             20060601                                 80          No MI                                               1.00E+17
           16218704                            20360501                                  450000                             20060601                        66.66999817          No MI                                               1.00E+17
           16218705                            20360501                                  808000                             20060601                                 80          No MI                                               1.00E+17
           16218706                            20360501                                  496000                             20060601                                 80          No MI                                               1.00E+17
           16218707                            20360501                                  608000                             20060601                                 80          No MI                                               1.00E+17
           16218708                            20360501                                  560000                             20060601                        71.79000092          No MI                                               1.00E+17
           16218709                            20360501                                  735500                             20060601                        75.05000305          No MI                                               1.00E+17
           16218710                            20360501                                  600000                             20060601                        73.16999817          No MI                                               1.00E+17
           16218711                            20360501                                  528000                             20060601                                 80          No MI                                               1.00E+17
           16218712                            20360501                                  500000                             20060601                                 80          No MI                                               1.00E+17
           16218713                            20360501                                  920000                             20060601                                 80          No MI                                               1.00E+17
           16218714                            20360501                                  550000                             20060601                        39.86000061          No MI                                               1.00E+17
           16218715                            20360501                                  482838                             20060601                                 80          No MI                                               1.00E+17
           16218716                            20360501                                  450000                             20060601                        56.95999908          No MI                                               1.00E+17
           16218717                            20360501                                  794664                             20060601                                 80          No MI                                               1.00E+17
           16218718                            20360501                                  465600                             20060601                                 80          No MI                                               1.00E+17
           16218719                            20360501                                  956000                             20060601                                 80          No MI                                               1.00E+17
           16218720                            20360501                                  420000                             20060601                                 75          No MI                                               1.00E+17
           16218721                            20360501                                  511200                             20060601                                 80          No MI                                               1.00E+17
           16218722                            20360501                                  488000                             20060601                                 80          No MI                                               1.00E+17
           16218723                            20360501                                  592000                             20060601                                 80          No MI                                               1.00E+17
           16218724                            20360501                                  822352                             20060601                                 80          No MI                                               1.00E+17
           16218725                            20360501                                  572405                             20060601                                 80          No MI                                               1.00E+17
           16218624                            20360501                                  680000                             20060601                                 80          No MI                                               1.00E+17
           16218625                            20360501                                  596000                             20060601                                 80          No MI                                               1.00E+17
           16218626                            20360501                                  520000                             20060601                        68.41999817          No MI                                               1.00E+17
           16218627                            20360501                                  548000                             20060601                                 80          No MI                                               1.00E+17
           16218628                            20360501                                  429250                             20060601                                 85          PMI                                                 1.00E+17
           16218629                            20360401                                  424000                             20060501                        77.26000214          No MI                                               1.00E+17
           16218630                            20360501                                  496160                             20060601                        79.94000244          No MI                                               1.00E+17
           16218631                            20360501                                  566400                             20060601                                 80          No MI                                               1.00E+17
           16218632                            20360501                                  427016                             20060601                                 80          No MI                                               1.00E+17
           16218633                            20360501                                  880000                             20060601                                 80          No MI                                               1.00E+17
           16218634                            20360501                                  564000                             20060601                                 80          No MI                                               1.00E+17
           16218635                            20360501                                  550000                             20060601                        66.06999969          No MI                                               1.00E+17
           16218636                            20360501                                  622950                             20060601                                 80          No MI                                               1.00E+17
           16218637                            20360501                                  540000                             20060601                                 80          No MI                                               1.00E+17
           16218638                            20360501                                  495200                             20060601                                 80          No MI                                               1.00E+17
           16218639                            20360501                                  600000                             20060601                        68.56999969          No MI                                               1.00E+17
           16218640                            20360501                                 2000000                             20060601                        63.49000168          No MI                                               1.00E+17
           16218641                            20360501                                  552000                             20060601                                 80          No MI                                               1.00E+17
           16218642                            20360501                                  995000                             20060601                              65.25          No MI                                               1.00E+17
           16218643                            20360501                                  860000                             20060601                                 80          No MI                                               1.00E+17
           16218644                            20360501                                  450000                             20060601                        65.22000122          No MI                                               1.00E+17
           16218645                            20360501                                  480000                             20060601                                 80          No MI                                               1.00E+17
           16218646                            20360501                                  500000                             20060601                        60.61000061          No MI                                               1.00E+17
           16218647                            20360501                                 1965000                             20060601                        56.13999939          No MI                                               1.00E+17
           16218648                            20360501                                  579200                             20060601                                 80          No MI                                               1.00E+17
           16218649                            20360501                                  650000                             20060601                               74.5          No MI                                               1.00E+17
           16218650                            20360401                                  476000                             20060501                                 34          No MI                                               1.00E+17
           16218651                            20360401                                  650000                             20060501                        75.37000275          No MI                                               1.00E+17
           16218652                            20360501                                  614000                             20060601                                 80          No MI                                               1.00E+17
           16218653                            20360501                                  565000                             20060601                        66.47000122          No MI                                               1.00E+17
           16218654                            20360501                                  639680                             20060601                                 80          No MI                                               1.00E+17
           16218655                            20360501                                  700000                             20060601                                 80          No MI                                               1.00E+17
           16218656                            20360501                                  640000                             20060601                                 80          No MI                                               1.00E+17
           16218657                            20360501                                  880000                             20060601                                 80          No MI                                               1.00E+17
           16218658                            20360501                                  464000                             20060601                                 80          No MI                                               1.00E+17
           16218659                            20360501                                  596000                             20060601                                 80          No MI                                               1.00E+17
           16218660                            20360501                                  529150                             20060601                                 80          No MI                                               1.00E+17
           16218661                            20360501                                  444000                             20060601                                 80          No MI                                               1.00E+17
           16218662                            20360501                                  540000                             20060601                        49.50999832          No MI                                               1.00E+17
           16218663                            20360501                                  479960                             20060601                                 80          No MI                                               1.00E+17
           16218664                            20360501                                  600000                             20060601                                 80          No MI                                               1.00E+17
           16218665                            20360501                                  765000                             20060601                        63.22000122          No MI                                               1.00E+17
           16218666                            20360501                                  740000                             20060601                                 80          No MI                                               1.00E+17
           16218667                            20360501                                  726800                             20060601                        79.43000031          No MI                                               1.00E+17
           16218668                            20360501                                  650000                             20060601                        68.41999817          No MI                                               1.00E+17
           16218669                            20360501                                  450000                             20060601                        31.90999985          No MI                                               1.00E+17
           16218670                            20360501                                  856000                             20060601                                 80          No MI                                               1.00E+17
           16218671                            20360501                                  431950                             20060601                        79.98999786          No MI                                               1.00E+17
           16218672                            20360501                                  500000                             20060601                                 80          No MI                                               1.00E+17
           16218673                            20360401                                  480000                             20060501                                 80          No MI                                               1.00E+17
           16218674                            20360501                                  590000                             20060601                        66.13999939          No MI                                               1.00E+17
           16218675                            20360501                                  655960                             20060601                                 80          No MI                                               1.00E+17
           16218676                            20360501                                  560000                             20060601                        78.31999969          No MI                                               1.00E+17
           16218677                            20360501                                  696000                             20060601                        63.27000046          No MI                                               1.00E+17
           16218678                            20360501                                  738000                             20060601                        67.70999908          No MI                                               1.00E+17
           16218679                            20360501                                  650000                             20060601                        75.58000183          No MI                                               1.00E+17
           16218680                            20360501                                  565000                             20060601                        42.63999939          No MI                                               1.00E+17
           16218681                            20360501                                  495000                             20060601                        69.23000336          No MI                                               1.00E+17
           16218682                            20360501                                  956000                             20060601                                 80          No MI                                               1.00E+17
           16218683                            20360501                                  480000                             20060601                                 80          No MI                                               1.00E+17
           16218684                            20360501                                  440000                             20060601                        76.51999664          No MI                                               1.00E+17
           16218685                            20360501                                  460800                             20060601                        79.44999695          No MI                                               1.00E+17
           16218686                            20360501                                  479900                             20060601                                 80          No MI                                               1.00E+17
           16218687                            20360501                                  800000                             20060601                                 80          No MI                                               1.00E+17
           16218688                            20360501                                  460000                             20060601                                 80          No MI                                               1.00E+17
           16218689                            20360501                                  537000                             20060601                        78.38999939          No MI                                               1.00E+17
           16218690                            20360501                                  470000                             20060601                        69.62999725          No MI                                               1.00E+17
           16218691                            20360501                                  546000                             20060601                        74.29000092          No MI                                               1.00E+17
           16218692                            20360501                                  634209                             20060601                                 80          No MI                                               1.00E+17
           16218693                            20360501                                  638000                             20060601                        69.73000336          No MI                                               1.00E+17
           16218694                            20360501                                  500000                             20060601                                 80          No MI                                               1.00E+17
           16218695                            20360501                                  629600                             20060601                                 80          No MI                                               1.00E+17
           16218696                            20360501                                  499200                             20060601                                 80          No MI                                               1.00E+17
           16218697                            20360501                                 1000000                             20060601                        68.58999634          No MI                                               1.00E+17
           16218608                            20360401                                  580065                             20060501                                 80          No MI                                               1.00E+17
           16218609                            20360501                                  861000                             20060601                              71.75          No MI                                               1.00E+17
           16218698                            20360501                                  419050                             20060601                        79.98999786          No MI                                               1.00E+17
           16218699                            20360501                                  541000                             20060601                        79.91000366          No MI                                               1.00E+17
           16223053                            20360501                               447929.27                             20060601                        69.44999695          No MI                                               1.00E+17
           16223054                            20360501                                 1350000                             20060601                                 75          No MI                                               1.00E+17
           16223055                            20360501                                  575000                             20060601                        77.80999756          No MI                                               1.00E+17
           16223056                            20360501                                  440000                             20060601                        51.75999832          No MI                                               1.00E+17
           16223057                            20360501                                  575000                             20060601                        67.65000153          No MI                                               1.00E+17
           16223058                            20360601                                  450871                             20060701                                 80          No MI                                               1.00E+17
           16223059                            20360601                                  607000                             20060701                        71.83000183          No MI                                               1.00E+17
           16218610                            20360401                                  439920                             20060501                                 80          No MI                                               1.00E+17
           16218611                            20360501                                  440000                             20060601                        69.83999634          No MI                                               1.00E+17
           16218612                            20360501                                  580000                             20060601                                 80          No MI                                               1.00E+17
           16218613                            20360501                                  631200                             20060601                                 80          No MI                                               1.00E+17
           16218614                            20360501                                  470400                             20060601                                 80          No MI                                               1.00E+17
           16218615                            20360501                                  780000                             20060601                                 80          No MI                                               1.00E+17
           16218616                            20360501                                  551600                             20060601                        79.94000244          No MI                                               1.00E+17
           16218617                            20360501                                  543000                             20060601                        61.70000076          No MI                                               1.00E+17
           16218618                            20360401                                  542350                             20060501                                 80          No MI                                               1.00E+17
           16218619                            20360401                                  507600                             20060501                        79.98000336          No MI                                               1.00E+17
           16218620                            20360501                                  441000                             20060601                        52.31000137          No MI                                               1.00E+17
           16218621                            20360401                                  436000                             20060501                                 80          No MI                                               1.00E+17
           16218622                            20360501                                  584000                             20060601                                 80          No MI                                               1.00E+17
           16218623                            20360401                                  552000                             20060501                                 80          No MI                                               1.00E+17
           16218600                            20360401                                  731200                             20060501                                 80          No MI                                               1.00E+17
           16218601                            20360501                                  500000                             20060601                                 80          No MI                                               1.00E+17
           16218602                            20360501                                  569000                             20060601                        69.38999939          No MI                                               1.00E+17
           16218603                            20360501                                  450000                             20060601                        79.37000275          No MI                                               1.00E+17
           16218604                            20360401                                 1000000                             20060501                        64.94000244          No MI                                               1.00E+17
           16218605                            20360501                                  640000                             20060601                        55.65000153          No MI                                               1.00E+17
           16218606                            20360501                                  646100                             20060601                                 80          No MI                                               1.00E+17
           16218607                            20360401                                  618000                             20060501                        72.70999908          No MI                                               1.00E+17
           16218597                            20360501                                  485100                             20060601                                 90          PMI                                                 1.00E+17
           16218598                            20360401                                  660000                             20060501                        69.47000122          No MI                                               1.00E+17
           16218599                            20360501                                  733694                             20060601                                 80          No MI                                               1.00E+17
           16218570                            20360501                                  794204                             20060601                                 80          No MI                                               1.00E+17
           16218571                            20360501                                  499900                             20060601                                 80          No MI                                               1.00E+17
           16218572                            20360501                                  788339                             20060601                                 80          No MI                                               1.00E+17
           16218573                            20360501                                  620000                             20060601                        76.70999908          No MI                                               1.00E+17
           16218574                            20360501                                  727284                             20060601                                 80          No MI                                               1.00E+17
           16218575                            20360501                                  455000                             20060601                                 70          No MI                                               1.00E+17
           16218576                            20360401                                  535000                             20060501                        79.26000214          No MI                                               1.00E+17
           16218577                            20360401                                  800000                             20060501                        61.54000092          No MI                                               1.00E+17
           16218578                            20360401                                 1352500                             20060501                        54.75999832          No MI                                               1.00E+17
           16218579                            20360401                                  960000                             20060501                        73.84999847          No MI                                               1.00E+17
           16218580                            20360501                                  574500                             20060601                                 80          No MI                                               1.00E+17
           16218581                            20360401                                  650000                             20060501                        78.22000122          No MI                                               1.00E+17
           16218582                            20360401                                  501500                             20060501                        77.15000153          No MI                                               1.00E+17
           16218583                            20360501                                  560000                             20060601                                 80          No MI                                               1.00E+17
           16218584                            20360401                                  521500                             20060501                        72.94000244          No MI                                               1.00E+17
           16218585                            20360401                                  425000                             20060501                        64.88999939          No MI                                               1.00E+17
           16218586                            20360401                                  569240                             20060501                                 80          No MI                                               1.00E+17
           16218587                            20360501                                 1000000                             20060601                        69.93000031          No MI                                               1.00E+17
           16218588                            20360501                                  468000                             20060601                               58.5          No MI                                               1.00E+17
           16218589                            20360501                                  680000                             20060601                                 80          No MI                                               1.00E+17
           16218590                            20360501                                  440000                             20060601                        62.86000061          No MI                                               1.00E+17
           16218591                            20360501                                  520000                             20060601                        73.76000214          No MI                                               1.00E+17
           16218592                            20360501                                  490000                             20060601                                 70          No MI                                               1.00E+17
           16218593                            20360501                                  458100                             20060601                                 80          No MI                                               1.00E+17
           16218594                            20360501                                  586350                             20060601                                 80          No MI                                               1.00E+17
           16218595                            20360401                                  572000                             20060501                                 80          No MI                                               1.00E+17
           16218596                            20360501                                  597100                             20060601                                 70          No MI                                               1.00E+17
           16232384                            20350701                                  900000                             20050801                        67.16000366          No MI                                               1.00E+17
           16218960                            20360501                                 2000000                             20060601                        67.80000305          No MI                                               1.00E+17
           16218961                            20360501                                  540000                             20060601                                 80          No MI                                               1.00E+17
           16218962                            20360501                                 1470000                             20060601                                 70          No MI                                               1.00E+17
           16218963                            20360501                                  496000                             20060601                        76.30999756          No MI                                               1.00E+17
           16218964                            20360501                                  500000                             20060601                                 80          No MI                                               1.00E+17
           16218965                            20360501                                  639960                             20060601                                 80          No MI                                               1.00E+17
           16218966                            20360501                                  157000                             20060601                        71.36000061          No MI                                               1.00E+17
           16218967                            20360501                                 1179300                             20060601                        42.11999893          No MI                                               1.00E+17
           16218968                            20360501                                  580000                             20060601                               72.5          No MI                                               1.00E+17
           16218969                            20360501                                  830000                             20060601                        67.48000336          No MI                                               1.00E+17
           16218970                            20360501                                 1100000                             20060601                        48.88999939          No MI                                               1.00E+17
           16218971                            20360501                                  748000                             20060601                                 80          No MI                                               1.00E+17
           16218972                            20360501                                  509000                             20060601                        78.30999756          No MI                                               1.00E+17
           16218973                            20360501                                  550000                             20060601                        73.33000183          No MI                                               1.00E+17
           16218974                            20360501                                  704500                             20060601                        48.59000015          No MI                                               1.00E+17
           16218975                            20360501                                  421718                             20060601                        71.97000122          No MI                                               1.00E+17
           16218976                            20360501                                  645000                             20060601                        78.66000366          No MI                                               1.00E+17
           16218977                            20360501                                  530000                             20060601                        60.56999969          No MI                                               1.00E+17
           16218978                            20360501                                  450000                             20060601                        53.56999969          No MI                                               1.00E+17
           16218979                            20360501                                 1000000                             20060601                        59.34999847          No MI                                               1.00E+17
           16218980                            20360501                                  430000                             20060601                        65.15000153          No MI                                               1.00E+17
           16218981                            20360501                                  984000                             20060601                                 80          No MI                                               1.00E+17
           16218982                            20360601                                  604000                             20060701                                 80          No MI                                               1.00E+17
           16218983                            20360501                                  650000                             20060601                              79.75          No MI                                               1.00E+17
           16218984                            20360501                                  588000                             20060601                                 80          No MI                                               1.00E+17
           16218985                            20360501                                  535000                             20060601                               53.5          No MI                                               1.00E+17
           16218986                            20360501                                  448000                             20060601                        40.72999954          No MI                                               1.00E+17
           16218987                            20360501                                  432000                             20060601                                 80          No MI                                               1.00E+17
           16218988                            20360501                                 1192300                             20060601                                 75          No MI                                               1.00E+17
           16218989                            20360501                                  800000                             20060601                                 25          No MI                                               1.00E+17
           16218990                            20360501                                  479200                             20060601                                 80          No MI                                               1.00E+17
           16218991                            20360501                                  709200                             20060601                                 80          No MI                                               1.00E+17
           16218992                            20360601                                  536250                             20060701                                 75          No MI                                               1.00E+17
           16218993                            20360501                                 1455000                             20060601                                 60          No MI                                               1.00E+17
           16218994                            20360501                                  733000                             20060601                        71.16999817          No MI                                               1.00E+17
           16218995                            20360501                                 1100000                             20060601                        70.33000183          No MI                                               1.00E+17
           16218996                            20360501                                  650000                             20060601                        75.58000183          No MI                                               1.00E+17
           16218997                            20360601                                  460964                             20060701                                 80          No MI                                               1.00E+17
           16218998                            20360501                                  420000                             20060601                                 70          No MI                                               1.00E+17
           16218999                            20360501                                  567000                             20060601                        79.30000305          No MI                                               1.00E+17
           16218940                            20360501                                  500000                             20060601                        20.20000076          No MI                                               1.00E+17
           16218941                            20360501                                  600000                             20060601                                 80          No MI                                               1.00E+17
           16218942                            20360501                                  956000                             20060601                                 80          No MI                                               1.00E+17
           16218943                            20360501                                  431200                             20060601                        64.94000244          No MI                                               1.00E+17
           16218944                            20360501                                  467000                             20060601                        60.88999939          No MI                                               1.00E+17
           16218945                            20360501                                  572800                             20060601                                 80          No MI                                               1.00E+17
           16218946                            20360501                                  532560                             20060601                                 80          No MI                                               1.00E+17
           16218947                            20360501                                  600000                             20060601                        69.76999664          No MI                                               1.00E+17
           16218948                            20360501                                  460000                             20060601                                 80          No MI                                               1.00E+17
           16218949                            20360501                                  995000                             20060601                        71.06999969          No MI                                               1.00E+17
           16218950                            20360501                                  548000                             20060601                        47.65000153          No MI                                               1.00E+17
           16218951                            20360501                                  829200                             20060601                                 80          No MI                                               1.00E+17
           16218952                            20360501                                  560000                             20060601                                 80          No MI                                               1.00E+17
           16218953                            20360501                                  680000                             20060601                                 80          No MI                                               1.00E+17
           16218954                            20360501                                  800000                             20060601                        75.97000122          No MI                                               1.00E+17
           16218955                            20360501                                  760000                             20060601                                 80          No MI                                               1.00E+17
           16218956                            20360501                                  605400                             20060601                        55.04000092          No MI                                               1.00E+17
           16218957                            20360501                                  744000                             20060601                                 80          No MI                                               1.00E+17
           16218958                            20360501                                  780000                             20060601                                 80          No MI                                               1.00E+17
           16218959                            20360501                                  440000                             20060601                                 80          No MI                                               1.00E+17
           16218930                            20360501                                  620600                             20060601                                 80          No MI                                               1.00E+17
           16218931                            20360401                                  488000                             20060501                                 80          No MI                                               1.00E+17
           16218932                            20360501                                  864000                             20060601                                 80          No MI                                               1.00E+17
           16218933                            20360501                                  596070                             20060601                                 80          No MI                                               1.00E+17
           16218934                            20360501                                  515000                             20060601                        76.30000305          No MI                                               1.00E+17
           16218935                            20360501                                  440000                             20060601                        55.34999847          No MI                                               1.00E+17
           16218936                            20360501                                  600000                             20060601                                 80          No MI                                               1.00E+17
           16218937                            20360501                                  525000                             20060601                        68.26999664          No MI                                               1.00E+17
           16218938                            20360501                                  420000                             20060601                                 70          No MI                                               1.00E+17
           16218939                            20360501                                  623200                             20060601                                 80          No MI                                               1.00E+17
           16218885                            20360501                                  436670                             20060601                                 80          No MI                                               1.00E+17
           16218886                            20360501                                  436320                             20060601                                 80          No MI                                               1.00E+17
           16218887                            20360501                                  448550                             20060601                                 80          No MI                                               1.00E+17
           16218888                            20360101                                 1000000                             20060201                        69.44000244          No MI                                               1.00E+17
           16218889                            20360401                                 1000000                             20060501                        67.80000305          No MI                                               1.00E+17
           16218890                            20360501                                  452000                             20060601                                 80          No MI                                               1.00E+17
           16218891                            20360501                                  496000                             20060601                        59.75999832          No MI                                               1.00E+17
           16218892                            20360401                                  896250                             20060501                                 75          No MI                                               1.00E+17
           16218893                            20360401                                  543600                             20060501                        79.98999786          No MI                                               1.00E+17
           16218894                            20360401                                  503000                             20060501                        75.63999939          No MI                                               1.00E+17
           16218895                            20360401                                  600000                             20060501                                 80          No MI                                               1.00E+17
           16218896                            20360501                                  715000                             20060601                        79.05000305          No MI                                               1.00E+17
           16218897                            20360501                                  568000                             20060601                        78.88999939          No MI                                               1.00E+17
           16218898                            20360401                                  500000                             20060501                        54.95000076          No MI                                               1.00E+17
           16218899                            20360401                                  937500                             20060501                                 75          No MI                                               1.00E+17
           16218880                            20360501                                  470786                             20060601                                 80          No MI                                               1.00E+17
           16218881                            20360401                                  792450                             20060501                                 70          No MI                                               1.00E+17
           16218882                            20360501                                  528465                             20060601                                 80          No MI                                               1.00E+17
           16218883                            20360501                                  450000                             20060601                        32.13999939          No MI                                               1.00E+17
           16218884                            20360501                                 1000000                             20060601                        62.72999954          No MI                                               1.00E+17
           16218901                            20360501                                  708000                             20060601                                 80          No MI                                               1.00E+17
           16218902                            20360501                                  724000                             20060601                                 80          No MI                                               1.00E+17
           16218903                            20360401                                  668000                             20060501                                 80          No MI                                               1.00E+17
           16218904                            20360501                                  558000                             20060601                        79.15000153          No MI                                               1.00E+17
           16218905                            20360501                                  500500                             20060601                                 70          No MI                                               1.00E+17
           16218906                            20360501                                  640000                             20060601                        69.19000244          No MI                                               1.00E+17
           16218907                            20360501                                  491000                             20060601                        79.83999634          No MI                                               1.00E+17
           16218908                            20360501                                  543200                             20060601                                 80          No MI                                               1.00E+17
           16218909                            20360501                                  750000                             20060601                        55.56000137          No MI                                               1.00E+17
           16218910                            20360501                                  585600                             20060601                        79.94999695          No MI                                               1.00E+17
           16218911                            20360501                                  405000                             20060601                                 90          United Guaranty                                     1.00E+17
           16218912                            20360501                                  500000                             20060601                        38.45999908          No MI                                               1.00E+17
           16218913                            20360501                                  850000                             20060601                        79.80999756          No MI                                               1.00E+17
           16218914                            20360501                                  520000                             20060601                                 80          No MI                                               1.00E+17
           16218915                            20360501                                  950000                             20060601                        75.09999847          No MI                                               1.00E+17
           16218916                            20360501                                  605700                             20060601                        79.98999786          No MI                                               1.00E+17
           16218917                            20360501                                  579752                             20060601                                 80          No MI                                               1.00E+17
           16218918                            20360501                                  450000                             20060601                        66.43000031          No MI                                               1.00E+17
           16218919                            20360501                                  635000                             20060601                        58.25999832          No MI                                               1.00E+17
           16218920                            20360501                                 1000000                             20060601                        69.95999908          No MI                                               1.00E+17
           16218921                            20360501                                 2475000                             20060601                                 75          No MI                                               1.00E+17
           16218922                            20360501                                  999999                             20060601                        78.48999786          No MI                                               1.00E+17
           16218923                            20360501                                  483000                             20060601                        73.97000122          No MI                                               1.00E+17
           16218924                            20360501                                  524242                             20060601                                 80          No MI                                               1.00E+17
           16218925                            20360501                                  566952                             20060601                                 80          No MI                                               1.00E+17
           16218926                            20360501                                  576000                             20060601                                 80          No MI                                               1.00E+17
           16218927                            20360501                                  455920                             20060601                                 80          No MI                                               1.00E+17
           16218928                            20360501                                  650000                             20060601                        79.20999908          No MI                                               1.00E+17
           16218929                            20360501                                  458000                             20060601                        78.97000122          No MI                                               1.00E+17
           16218900                            20360501                                  621000                             20060601                        51.00999832          No MI                                               1.00E+17
           16219027                            20360501                                  760000                             20060601                                 80          No MI                                               1.00E+17
           16219029                            20360501                                  750000                             20060601                                 60          No MI                                               1.00E+17
           16219030                            20360501                                  890603                             20060601                                 80          No MI                                               1.00E+17
           16219000                            20360501                                  560000                             20060601                        62.22000122          No MI                                               1.00E+17
           16219001                            20360501                                  450000                             20060601                        51.43000031          No MI                                               1.00E+17
           16219002                            20360501                                  105600                             20060601                                 80          No MI                                               1.00E+17
           16219003                            20360501                                  423000                             20060601                        76.22000122          No MI                                               1.00E+17
           16219004                            20360501                                  426000                             20060601                              53.25          No MI                                               1.00E+17
           16219005                            20360501                                  980000                             20060601                                 80          No MI                                               1.00E+17
           16219006                            20360501                                  500000                             20060601                                 80          No MI                                               1.00E+17
           16219007                            20360501                                  500000                             20060601                                 80          No MI                                               1.00E+17
           16219008                            20360501                                  492000                             20060601                                 80          No MI                                               1.00E+17
           16219009                            20360501                                  692000                             20060601                                 80          No MI                                               1.00E+17
           16219010                            20360501                                 1500000                             20060601                        74.80999756          No MI                                               1.00E+17
           16219011                            20360501                                 1282500                             20060601                                 75          No MI                                               1.00E+17
           16219012                            20360501                                  541644                             20060601                                 80          No MI                                               1.00E+17
           16219013                            20360501                                  550866                             20060601                        58.29000092          No MI                                               1.00E+17
           16219014                            20360501                                  920000                             20060601                                 80          No MI                                               1.00E+17
           16219015                            20360501                                  904000                             20060601                                 80          No MI                                               1.00E+17
           16219016                            20360501                                  421600                             20060601                                 80          No MI                                               1.00E+17
           16219017                            20360501                                  640000                             20060601                                 80          No MI                                               1.00E+17
           16219018                            20360501                                  613600                             20060601                                 80          No MI                                               1.00E+17
           16219019                            20360501                                  801160                             20060601                                 80          No MI                                               1.00E+17
           16219020                            20360501                                  550000                             20060601                        18.03000069          No MI                                               1.00E+17
           16219021                            20360501                                  946500                             20060601                                 75          No MI                                               1.00E+17
           16219022                            20360501                                  488000                             20060601                                 80          No MI                                               1.00E+17
           16219023                            20360501                                  888000                             20060601                                 80          No MI                                               1.00E+17
           16219024                            20360501                                  479920                             20060601                                 80          No MI                                               1.00E+17
           16219025                            20360501                                  600000                             20060601                        67.80000305          No MI                                               1.00E+17
           16219026                            20360501                                  568000                             20060601                                 80          No MI                                               1.00E+17
           16132484                            20351101                                 1740000                             20051201                                 80          No MI                                               1.00E+17
           16132485                            20351101                                 1765200                             20051201                                 80          No MI                                               1.00E+17
           16132486                            20360201                                 1900000                             20060301                        42.70000076          No MI                                               1.00E+17
           16132487                            20351101                                 1670000                             20051201                        67.06999969          No MI                                               1.00E+17
           16132488                            20351201                                 1700000                             20060101                                 80          No MI                                               1.00E+17
           16132490                            20360301                                 1750000                             20060401                        68.62999725          No MI                                               1.00E+17
           16132491                            20351201                                 1820000                             20060101                                 80          No MI                                               1.00E+17
           16132492                            20351201                                 1770000                             20060101                        74.68000031          No MI                                               1.00E+17
           15830580                            20330901                                  333000                             20031001                        69.37999725          No MI                                               1.00E+17
           15830659                            20350701                                  548900                             20050801                                 80          No MI                                               1.00E+17
           15830691                            20351001                                  416000                             20051101                                 80          No MI                                               1.00E+17
           15830692                            20351001                                 1496250                             20051101                                 75          No MI                                               1.00E+17
           15830779                            20351001                                  491020                             20051101                                 80          No MI                                               1.00E+17
           15830881                            20351001                                  103280                             20051101                                 80          No MI                                               1.00E+17
           15830883                            20351001                                  185500                             20051101                        79.98999786          No MI                                               1.00E+17
           15830956                            20351001                                  468760                             20051101                                 80          No MI                                               1.00E+17
           15830987                            20350901                                  542500                             20051001                        71.37999725          No MI                                               1.00E+17
           15831159                            20351001                                  225900                             20051101                                 90          Republic MIC                                        1.00E+17
           15831162                            20351001                                  144000                             20051101                                 80          No MI                                               1.00E+17
           15831298                            20350301                                  518500                             20050401                                 85          Radian Guaranty
           15831306                            20350301                                  508000                             20050401                                 80          No MI
           15831355                            20350901                                  612000                             20051001                        72.86000061          No MI
           15831373                            20351001                                  344000                             20051101                                 80          No MI
           15831471                            20351001                                  242400                             20051101                                 80          No MI
           15831507                            20351001                                  478400                             20051101                                 80          No MI
           15831577                            20351001                                  288800                             20051101                                 80          No MI
           15831602                            20351001                                  333500                             20051101                        74.94000244          No MI
           15831626                            20351101                                  504000                             20051201                                 80          No MI
           15831665                            20351001                                  521600                             20051101                                 80          No MI                                               1.00E+17
           15831684                            20351001                                  254600                             20051101                                 80          No MI                                               1.00E+17
           15831701                            20351001                                  202800                             20051101                                 80          No MI                                               1.00E+17
           16019791                            20351001                                  412000                             20051101                                 80          No MI
           16019841                            20351001                                  370000                             20051101                        64.91000366          No MI
           16019844                            20351001                                  235200                             20051101                                 80          No MI
           16020328                            20351001                                  312000                             20051101                                 80          No MI
           16020419                            20351101                                  412000                             20051201                        62.24000168          No MI
           16020619                            20350801                                  456000                             20050901                                 80          No MI                                               1.00E+17
           16020700                            20351201                                  850000                             20060101                        73.91000366          No MI
           16020753                            20340701                                  342000                             20040801                                 90          Radian Guaranty                                     1.00E+17
           16020805                            20351101                                  402775                             20051201                                 80          No MI                                               1.00E+17
           16020911                            20351001                                  520604                             20051101                                 80          No MI                                               1.00E+17
           16166788                            20360401                                  578700                             20060501                                 80          No MI                                               1.00E+17
           16166791                            20360401                                  708000                             20060501                                 80          No MI                                               1.00E+17
           16166795                            20360401                                  572000                             20060501                                 80          No MI                                               1.00E+17
           16166796                            20360401                                  459264                             20060501                                 95          Triad Guaranty                                      1.00E+17
           16166748                            20360401                                  472000                             20060501                                 80          No MI                                               1.00E+17
           16166762                            20360401                                  460000                             20060501                                 80          No MI                                               1.00E+17
           16166772                            20360401                                  526600                             20060501                                 80          No MI                                               1.00E+17
           16166776                            20360401                                  460000                             20060501                                 80          No MI                                               1.00E+17
           16166781                            20351101                                  441808                             20051201                                 80          No MI                                               1.00E+17
           16166782                            20360401                                  424180                             20060501                                 80          No MI                                               1.00E+17
           16166787                            20360401                                  515000                             20060501                        64.37999725          No MI                                               1.00E+17
           16166737                            20360401                                  667500                             20060501                                 75          No MI                                               1.00E+17
           16166621                            20360401                                  650000                             20060501                        29.54999924          No MI                                               1.00E+17
           16166639                            20360401                                  920000                             20060501                                 80          No MI                                               1.00E+17
           16166641                            20360401                                  453500                             20060501                        73.73999786          No MI                                               1.00E+17
           16166645                            20360401                                 1170000                             20060501                        45.43999863          No MI                                               1.00E+17
           16166660                            20360401                                  624000                             20060501                                 80          No MI                                               1.00E+17
           16166664                            20360401                                  657000                             20060501                        72.19999695          No MI                                               1.00E+17
           16166666                            20360401                                  430500                             20060501                        79.98000336          No MI                                               1.00E+17
           16166669                            20360401                                  525292                             20060501                                 80          No MI                                               1.00E+17
           16166670                            20360401                                  904000                             20060501                                 80          No MI                                               1.00E+17
           16166672                            20360401                                  503888                             20060501                                 80          No MI                                               1.00E+17
           16166679                            20360401                                  431300                             20060501                        79.87000275          No MI                                               1.00E+17
           16166682                            20360401                                  641150                             20060501                                 80          No MI                                               1.00E+17
           16166683                            20360401                                  650000                             20060501                              79.75          No MI                                               1.00E+17
           16166686                            20360401                                  525000                             20060501                        73.01999664          No MI                                               1.00E+17
           16166689                            20360401                                  510000                             20060501                        57.63000107          No MI                                               1.00E+17
           16166695                            20360401                                  624000                             20060501                                 80          No MI                                               1.00E+17
           16166698                            20360401                                  591200                             20060501                                 80          No MI                                               1.00E+17
           16166702                            20360401                                  485456                             20060501                                 80          No MI                                               1.00E+17
           16166711                            20360401                                  450000                             20060501                        64.29000092          No MI                                               1.00E+17
           16166716                            20360401                                  608800                             20060501                                 80          No MI                                               1.00E+17
           16166725                            20360401                                  922000                             20060501                        74.95999908          No MI                                               1.00E+17
           16166729                            20360401                                  425000                             20060501                        65.37999725          No MI                                               1.00E+17
           16166616                            20360401                                  430000                             20060501                        71.66999817          No MI                                               1.00E+17
           16166593                            20360401                                  651500                             20060501                        75.31999969          No MI                                               1.00E+17
           16166595                            20360401                                  470462                             20060501                                 80          No MI                                               1.00E+17
           16166610                            20360401                                  480000                             20060501                                 80          No MI                                               1.00E+17
           16166613                            20360401                                  632000                             20060501                                 80          No MI                                               1.00E+17
           16166614                            20360401                                  780000                             20060501                                 80          No MI                                               1.00E+17
           16166577                            20360401                                  572000                             20060501                                 80          No MI                                               1.00E+17
           16166579                            20360401                                  420000                             20060501                                 80          No MI                                               1.00E+17
           16166580                            20360401                                  589000                             20060501                        74.98000336          No MI                                               1.00E+17
           16166454                            20360401                                  621000                             20060501                              51.75          No MI                                               1.00E+17
           16166458                            20360401                                  430000                             20060501                              68.25          No MI                                               1.00E+17
           16166459                            20360401                                  435000                             20060501                        52.40999985          No MI                                               1.00E+17
           16166460                            20360401                                  465500                             20060501                        63.15999985          No MI                                               1.00E+17
           16166467                            20360401                                  600000                             20060501                        66.66999817          No MI                                               1.00E+17
           16166469                            20360401                                  801670                             20060501                        77.86000061          No MI                                               1.00E+17
           16166470                            20360401                                  520000                             20060501                                 80          No MI                                               1.00E+17
           16166474                            20360401                                  662400                             20060501                                 80          No MI                                               1.00E+17
           16166477                            20360401                                  528500                             20060501                        72.40000153          No MI                                               1.00E+17
           16166488                            20360401                                  537016                             20060501                                 80          No MI                                               1.00E+17
           16166494                            20360401                                  432000                             20060501                        55.38000107          No MI                                               1.00E+17
           16166515                            20360401                                  512000                             20060501                        46.54999924          No MI                                               1.00E+17
           16166518                            20360401                                  692000                             20060501                                 80          No MI                                               1.00E+17
           16166519                            20360401                                  555000                             20060501                        69.37999725          No MI                                               1.00E+17
           16166521                            20360401                                  432000                             20060501                                 80          No MI                                               1.00E+17
           16166522                            20360401                                  530400                             20060501                                 80          No MI                                               1.00E+17
           16166523                            20360401                                  566208                             20060501                                 80          No MI                                               1.00E+17
           16166524                            20360401                                  450400                             20060501                                 80          No MI                                               1.00E+17
           16166526                            20360401                                  608000                             20060501                                 80          No MI                                               1.00E+17
           16166533                            20360401                                  780000                             20060501                                 80          No MI                                               1.00E+17
           16166539                            20360401                                  536156                             20060501                                 80          No MI                                               1.00E+17
           16166540                            20360401                                  641000                             20060501                        74.97000122          No MI                                               1.00E+17
           16166544                            20360401                                  520000                             20060501                                 80          No MI                                               1.00E+17
           16166545                            20360401                                  602000                             20060501                                 70          No MI                                               1.00E+17
           16166550                            20360401                                  576000                             20060501                                 80          No MI                                               1.00E+17
           16166560                            20360401                                  495000                             20060501                        70.01000214          No MI                                               1.00E+17
           16166417                            20360401                                 1000000                             20060501                        71.43000031          No MI                                               1.00E+17
           16166419                            20360401                                  506400                             20060501                                 80          No MI                                               1.00E+17
           16166421                            20360401                                  525000                             20060501                                 70          No MI                                               1.00E+17
           16166425                            20360401                                  448000                             20060501                                 80          No MI                                               1.00E+17
           16166426                            20360401                                  840000                             20060501                                 80          No MI                                               1.00E+17
           16166428                            20360401                                  437038                             20060501                                 80          No MI                                               1.00E+17
           16166435                            20360401                                  520000                             20060501                                 80          No MI                                               1.00E+17
           16166436                            20360401                                 1000000                             20060501                        76.91999817          No MI                                               1.00E+17
           16166443                            20360401                                  582000                             20060501                        47.70000076          No MI                                               1.00E+17
           16166449                            20360401                                  437905                             20060501                                 80          No MI                                               1.00E+17
           16166319                            20360401                                  440000                             20060501                                 80          No MI                                               1.00E+17
           16166321                            20360401                                  650000                             20060501                        69.47000122          No MI                                               1.00E+17
           16166323                            20360401                                  452476                             20060501                                 80          No MI                                               1.00E+17
           16166327                            20360401                                  560000                             20060501                        69.13999939          No MI                                               1.00E+17
           16166328                            20360401                                  744000                             20060501                                 80          No MI                                               1.00E+17
           16166336                            20360401                                  525000                             20060501                                 70          No MI                                               1.00E+17
           16166340                            20360401                                  452000                             20060501                                 80          No MI                                               1.00E+17
           16166344                            20360401                                  800500                             20060501                        63.08000183          No MI                                               1.00E+17
           16166349                            20360401                                  663750                             20060501                                 75          No MI                                               1.00E+17
           16166353                            20360401                                  438439                             20060501                        74.51000214          No MI                                               1.00E+17
           16166359                            20360401                                  481600                             20060501                                 80          No MI                                               1.00E+17
           16166364                            20360401                                  607600                             20060501                                 80          No MI                                               1.00E+17
           16166377                            20360401                                  650000                             20060501                        79.26999664          No MI                                               1.00E+17
           16166378                            20360401                                  520000                             20060501                        75.47000122          No MI                                               1.00E+17
           16166379                            20360401                                  492000                             20060501                                 80          No MI                                               1.00E+17
           16166380                            20360401                                  500000                             20060501                        47.06000137          No MI                                               1.00E+17
           16166389                            20360401                                  525600                             20060501                        75.08999634          No MI                                               1.00E+17
           16166390                            20360401                                  486000                             20060501                                 80          No MI                                               1.00E+17
           16166395                            20360401                                  650000                             20060501                        68.41999817          No MI                                               1.00E+17
           16166407                            20360401                                 1000000                             20060501                        64.09999847          No MI                                               1.00E+17
           16166411                            20360401                                  432000                             20060501                                 80          No MI                                               1.00E+17
           16166289                            20360401                                  850000                             20060501                        75.22000122          No MI                                               1.00E+17
           16166296                            20360401                                  790000                             20060501                        72.48000336          No MI                                               1.00E+17
           16166310                            20360301                                 1000000                             20060401                        61.91999817          No MI                                               1.00E+17
           16166313                            20360401                                  510000                             20060501                                 60          No MI                                               1.00E+17
           16166315                            20360401                                  422000                             20060501                                 80          No MI                                               1.00E+17
           16166318                            20360401                                  623234                             20060501                                 80          No MI                                               1.00E+17
           16166098                            20360301                                  469799                             20060401                                 80          No MI                                               1.00E+17
           16166102                            20360301                                  700000                             20060401                        49.36999893          No MI                                               1.00E+17
           16166104                            20360301                                  615920                             20060401                                 80          No MI                                               1.00E+17
           16166106                            20360301                                  667000                             20060401                        79.87999725          No MI                                               1.00E+17
           16166107                            20360401                                  588000                             20060501                                 80          No MI                                               1.00E+17
           16166108                            20360401                                  504432                             20060501                                 80          No MI                                               1.00E+17
           16166110                            20360301                                  448500                             20060401                                 65          No MI                                               1.00E+17
           16166113                            20360301                                  522600                             20060401                                 80          No MI                                               1.00E+17
           16166115                            20360301                                 1360000                             20060401                        67.73000336          No MI                                               1.00E+17
           16166116                            20360301                                  650000                             20060401                        64.30000305          No MI                                               1.00E+17
           16166121                            20360301                                  451000                             20060401                        79.72000122          No MI                                               1.00E+17
           16166122                            20360301                                  545653                             20060401                                 80          No MI                                               1.00E+17
           16166125                            20360301                                  423168                             20060401                                 80          No MI                                               1.00E+17
           16166127                            20360301                                  556000                             20060401                                 80          No MI                                               1.00E+17
           16166128                            20360401                                 1500000                             20060501                        9.840000153          No MI                                               1.00E+17
           16166135                            20360401                                  501300                             20060501                        79.98999786          No MI                                               1.00E+17
           16166136                            20360401                                  536000                             20060501                                 80          No MI                                               1.00E+17
           16166138                            20360401                                  470000                             20060501                        79.93000031          No MI                                               1.00E+17
           16166142                            20360401                                  424000                             20060501                                 80          No MI                                               1.00E+17
           16166143                            20360301                                 1441000                             20060401                               65.5          No MI                                               1.00E+17
           16166145                            20360301                                  636000                             20060401                                 80          No MI                                               1.00E+17
           16166147                            20360301                                  531200                             20060401                                 80          No MI                                               1.00E+17
           16166148                            20360401                                  591200                             20060501                                 80          No MI                                               1.00E+17
           16166151                            20360301                                  507000                             20060401                        67.59999847          No MI                                               1.00E+17
           16166152                            20360401                                  445000                             20060501                        72.94999695          No MI                                               1.00E+17
           16166155                            20360301                                  516000                             20060401                                 80          No MI                                               1.00E+17
           16166159                            20360401                                  431100                             20060501                        61.15000153          No MI                                               1.00E+17
           16166160                            20360401                                  520000                             20060501                                 80          No MI                                               1.00E+17
           16166161                            20360401                                  672000                             20060501                                 80          No MI                                               1.00E+17
           16166163                            20360401                                  686400                             20060501                                 80          No MI                                               1.00E+17
           16166164                            20360401                                  472000                             20060501                                 80          No MI                                               1.00E+17
           16166167                            20360301                                  486000                             20060401                        79.91999817          No MI                                               1.00E+17
           16166168                            20360301                                  550000                             20060401                        69.83999634          No MI                                               1.00E+17
           16166170                            20360401                                  523000                             20060501                        71.63999939          No MI                                               1.00E+17
           16166175                            20360301                                  431250                             20060401                                 75          No MI                                               1.00E+17
           16166176                            20360401                                  570000                             20060501                        65.13999939          No MI                                               1.00E+17
           16166178                            20360401                                  481250                             20060501                                 80          No MI                                               1.00E+17
           16166189                            20360401                                  605500                             20060501                                 70          No MI                                               1.00E+17
           16166194                            20360301                                  512000                             20060401                                 80          No MI                                               1.00E+17
           16166197                            20360301                                  441000                             20060401                                 70          No MI                                               1.00E+17
           16166200                            20360401                                  669600                             20060501                        79.98999786          No MI                                               1.00E+17
           16166201                            20360401                                  422500                             20060501                        63.52999878          No MI                                               1.00E+17
           16166202                            20360301                                  511300                             20060401                        36.52000046          No MI                                               1.00E+17
           16166203                            20360401                                  637460                             20060501                        76.94999695          No MI                                               1.00E+17
           16166204                            20360401                                  650000                             20060501                        79.69000244          No MI                                               1.00E+17
           16166207                            20360401                                  588000                             20060501                                 70          No MI                                               1.00E+17
           16166213                            20360301                                  880000                             20060401                                 80          No MI                                               1.00E+17
           16166217                            20360401                                  426150                             20060501                                 80          No MI                                               1.00E+17
           16166218                            20360301                                  604000                             20060401                                 80          No MI                                               1.00E+17
           16166220                            20360401                                  435000                             20060501                        74.48999786          No MI                                               1.00E+17
           16166223                            20360401                                  600000                             20060501                                 80          No MI                                               1.00E+17
           16166225                            20360401                                  517600                             20060501                                 80          No MI                                               1.00E+17
           16166232                            20360401                                  512000                             20060501                                 80          No MI                                               1.00E+17
           16166234                            20360401                                  703200                             20060501                                 80          No MI                                               1.00E+17
           16166235                            20360301                                  600000                             20060401                        78.01999664          No MI                                               1.00E+17
           16166237                            20360401                                  468000                             20060501                                 80          No MI                                               1.00E+17
           16166238                            20360401                                  650000                             20060501                                 50          No MI                                               1.00E+17
           16166245                            20360401                                  429384                             20060501                                 80          No MI                                               1.00E+17
           16166247                            20360401                                  515000                             20060501                        79.23000336          No MI                                               1.00E+17
           16166249                            20360301                                  503357                             20060401                                 80          No MI                                               1.00E+17
           16166255                            20360401                                  650000                             20060501                        76.01999664          No MI                                               1.00E+17
           16166267                            20360401                                  492600                             20060501                        77.44000244          No MI                                               1.00E+17
           16166069                            20360401                                  475000                             20060501                        55.22000122          No MI                                               1.00E+17
           16166074                            20360401                                  585600                             20060501                        62.97000122          No MI                                               1.00E+17
           16166083                            20360401                                  457600                             20060501                                 80          No MI                                               1.00E+17
           16166092                            20360301                                  436400                             20060401                        79.34999847          No MI                                               1.00E+17
               2026


           LOAN_SEQ                    MARGIN                               NEXT_RATE_ADJ_DATE1               MAX_RATE                    MIN_RATE                          PER_RATE_CAP         LIEN               BALLOON                    IO_FLAG
--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
           16046700                     2.25                                     20090201                        12.5                           0                                  2          First Lien                                         Y
           16046701                     2.25                                     20110201                      11.375                       1.875                                  2          First Lien                                         Y
           16046702                     2.25                                     20110201                      11.375                           2                                  2          First Lien                                         Y
           16046703                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         N
           16046704                     2.25                                     20110101                          11                           2                                  2          First Lien                                         Y
           16046705                     2.25                                     20090101                      11.875                           2                                  2          First Lien                                         Y
           16046706                     2.25                                     20110201                      11.375                       1.875                                  2          First Lien                                         Y
           16046707                     2.25                                     20160201                      10.875                           2                                  2          First Lien                                         Y
           16046708                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16046709                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046710                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16046712                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16046713                     2.25                                     20160201                        11.5                           2                                  2          First Lien                                         Y
           16046714                     2.25                                     20110101                      11.375                           2                                  2          First Lien                                         Y
           16046715                     2.25                                     20160201                       11.25                           2                                  2          First Lien                                         Y
           16046482                     2.25                                     20100901                      10.125                           2                                  2          First Lien                                         Y
           16046498                     2.25                                     20151201                      10.875                           2                                  2          First Lien                                         Y
           16046505                     2.25                                     20150701                        10.5                           2                                  2          First Lien                                         Y
           16046511                     2.25                                     20110101                          11                           2                                  2          First Lien                                         Y
           16046514                     2.25                                     20110101                       11.75                           2                                  2          First Lien                                         N
           16046521                     2.25                                     20151201                      11.375                           2                                  2          First Lien                                         Y
           16046541                     2.25                                     20160101                      11.125                           2                                  2          First Lien                                         Y
           16046546                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         Y
           16046550                     2.25                                     20160101                      11.625                           2                                  2          First Lien                                         Y
           16046562                     2.25                                     20101201                      10.875                           2                                  2          First Lien                                         Y
           16046570                     2.25                                     20110101                       11.25                           2                                  2          First Lien                                         Y
           16046579                     2.25                                     20090101                      12.125                           2                                  2          First Lien                                         Y
           16046587                     2.25                                     20160101                      10.875                       1.875                                  2          First Lien                                         Y
           16046597                     2.25                                     20110101                       12.25                           2                                  2          First Lien                                         N
           16046606                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         Y
           16046615                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         Y
           16046618                     2.25                                     20090101                       12.25                           2                                  2          First Lien                                         Y
           16046644                     2.25                                     20110101                      11.375                       1.875                                  2          First Lien                                         Y
           16046645                     2.25                                     20110101                       10.75                           2                                  2          First Lien                                         N
           16046646                     2.25                                     20080901                      12.375                           2                                  2          First Lien                                         Y
           16046648                     2.25                                     20101101                      10.375                       1.875                                  2          First Lien                                         Y
           16046649                     2.25                                     20100801                          10                           2                                  2          First Lien                                         Y
           16046651                     2.25                                     20090201                       12.75                           2                                  2          First Lien                                         Y
           16046655                     2.25                                     20110101                      11.375                       1.875                                  2          First Lien                                         Y
           16046663                     2.25                                     20130101                      10.875                           2                                  2          First Lien                                         Y
           16046673                     2.25                                     20080501                        11.5                           2                                  2          First Lien                                         Y
           16046675                     2.25                                     20160101                        11.5                       1.875                                  2          First Lien                                         Y
           16046682                     2.25                                     20100601                       10.25                           2                                  2          First Lien                                         Y
           16046693                     2.25                                     20160101                       11.25                           2                                  2          First Lien                                         Y
           16046698                     2.25                                     20110101                      10.375                           2                                  2          First Lien                                         Y
           16046711                     2.25                                     20100901                        10.5                           2                                  2          First Lien                                         Y
           16046720                     2.25                                     20110101                      11.125                           2                                  2          First Lien                                         Y
           16046729                     2.25                                     20100201                       10.75                           2                                  2          First Lien                                         Y
           16046730                     2.25                                     20151201                      10.875                           2                                  2          First Lien                                         Y
           16046738                     2.25                                     20100101                      10.125                           2                                  2          First Lien                                         Y
           16046747                     2.25                                     20160101                      10.875                           2                                  2          First Lien                                         Y
           16046763                     2.25                                     20160101                       11.25                           2                                  2          First Lien                                         Y
           16046766                     2.25                                     20100801                       11.25                           2                                  2          First Lien                                         Y
           16046767                     2.25                                     20150901                      10.875                           2                                  2          First Lien                                         Y
           16046768                     2.25                                     20110101                       10.75                           2                                  2          First Lien                                         N
           16046770                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         N
           16046771                     2.25                                     20081201                      12.875                           2                                  2          First Lien                                         Y
           16046773                     2.25                                     20080701                        11.5                       1.875                                  2          First Lien                                         Y
           16046779                     2.25                                     20100601                       9.875                       1.875                                  2          First Lien                                         Y
           16046782                     2.25                                     20160101                        11.5                           2                                  2          First Lien                                         Y
           16046807                     2.25                                     20101201                       11.75                           2                                  2          First Lien                                         Y
           16046815                     2.25                                     20160101                      11.375                           2                                  2          First Lien                                         Y
           16046821                     2.25                                     20130101                        11.5                           2                                  2          First Lien                                         Y
           16046826                     2.25                                     20151201                      10.875                           2                                  2          First Lien                                         Y
           16046739                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046740                     2.25                                     20160201                      11.375                           2                                  2          First Lien                                         Y
           16046741                     2.25                                     20160101                      11.375                           2                                  2          First Lien                                         Y
           16046742                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046743                     2.25                                     20130201                      11.375                           2                                  2          First Lien                                         Y
           16046744                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         N
           16046746                     2.25                                     20110101                          11                           2                                  2          First Lien                                         Y
           16046748                     2.25                                     20110101                      10.375                           2                                  2          First Lien                                         N
           16046750                     2.25                                     20110101                       10.75                           2                                  2          First Lien                                         Y
           16046751                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16046752                     2.25                                     20130101                          11                           2                                  2          First Lien                                         Y
           16046753                     2.25                                     20160201                      11.375                           2                                  2          First Lien                                         Y
           16046754                     2.25                                     20160101                      11.125                           2                                  2          First Lien                                         Y
           16046755                     2.25                                     20160101                       11.25                           2                                  2          First Lien                                         Y
           16046756                     2.25                                     20130201                       12.25                           2                                  2          First Lien                                         N
           16046759                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         N
           16046760                     2.25                                     20110201                        10.5                           2                                  2          First Lien                                         N
           16046761                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         Y
           16046762                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         Y
           16046764                     2.25                                     20110101                        10.5                           2                                  2          First Lien                                         N
           16046765                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046769                     2.25                                     20110101                      11.875                           2                                  2          First Lien                                         N
           16046772                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16046774                     2.25                                     20160101                       11.25                           2                                  2          First Lien                                         Y
           16046775                     2.25                                     20110201                       11.75                           2                                  2          First Lien                                         Y
           16046776                     2.25                                     20090201                      12.375                           2                                  2          First Lien                                         Y
           16046777                     2.25                                     20160201                      11.625                       1.875                                  2          First Lien                                         Y
           16046778                     2.25                                     20160201                       11.25                           2                                  2          First Lien                                         Y
           16046780                     2.25                                     20090201                       12.75                           2                                  2          First Lien                                         Y
           16046781                     2.25                                     20110101                          12                       1.875                                  2          First Lien                                         N
           16046784                     2.25                                     20090201                       12.25                           2                                  2          First Lien                                         Y
           16046785                     2.25                                     20160101                        11.5                       1.875                                  2          First Lien                                         Y
           16046786                     2.25                                     20090201                      13.125                           2                                  2          First Lien                                         Y
           16046787                     2.25                                     20090201                      12.125                       1.875                                  2          First Lien                                         Y
           16046788                     2.25                                     20110201                        11.5                       1.875                                  2          First Lien                                         Y
           16046789                     2.25                                     20090101                      11.875                           2                                  2          First Lien                                         Y
           16046790                     2.25                                     20110101                      11.875                       1.875                                  2          First Lien                                         N
           16046791                     2.25                                     20160201                          11                           2                                  2          First Lien                                         Y
           16046792                     2.25                                     20160201                        10.5                           2                                  2          First Lien                                         Y
           16046793                     2.25                                     20160201                      10.875                           2                                  2          First Lien                                         Y
           16046794                     2.25                                     20160201                       11.75                           2                                  2          First Lien                                         Y
           16046796                     2.25                                     20160101                      11.375                           2                                  2          First Lien                                         Y
           16046797                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16046798                     2.25                                     20160101                      11.125                           2                                  2          First Lien                                         Y
           16046799                     2.25                                     20130201                          11                           2                                  2          First Lien                                         Y
           16046800                     2.25                                     20130201                       11.75                           2                                  2          First Lien                                         Y
           16046801                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         N
           16046802                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046803                     2.25                                     20130201                       11.25                           2                                  2          First Lien                                         N
           16046804                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16046805                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         Y
           16046806                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16046808                     2.25                                     20090201                        11.5                           2                                  2          First Lien                                         N
           16046809                     2.25                                     20160201                      10.875                       1.875                                  2          First Lien                                         Y
           16046810                     2.25                                     20160101                      10.875                           2                                  2          First Lien                                         Y
           16046811                     2.25                                     20110201                        10.5                           2                                  2          First Lien                                         Y
           16046812                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16046813                     2.25                                     20110201                        10.5                           2                                  2          First Lien                                         Y
           16046814                     2.25                                     20160101                      11.375                           2                                  2          First Lien                                         Y
           16046817                     2.25                                     20160201                       11.25                           2                                  2          First Lien                                         Y
           16046818                     2.25                                     20160201                        11.5                           2                                  2          First Lien                                         Y
           16046819                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         N
           16046820                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16046822                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         Y
           16046823                     2.25                                     20110101                       11.25                           2                                  2          First Lien                                         Y
           16046824                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         N
           16046825                     2.25                                     20110101                      11.875                           2                                  2          First Lien                                         N
           16046827                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         Y
           16046716                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         N
           16046718                     2.25                                     20090201                       12.25                           2                                  2          First Lien                                         Y
           16046719                     2.25                                     20130101                      10.875                       1.875                                  2          First Lien                                         Y
           16046721                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         Y
           16046722                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         N
           16046723                     2.25                                     20160101                          11                           2                                  2          First Lien                                         Y
           16046724                     2.25                                     20090201                      12.625                           2                                  2          First Lien                                         Y
           16046725                     2.25                                     20110201                      11.875                       1.875                                  2          First Lien                                         Y
           16046726                     2.25                                     20130201                          11                           2                                  2          First Lien                                         N
           16046727                     2.25                                     20160201                       11.75                           2                                  2          First Lien                                         Y
           16046728                     2.25                                     20110201                       11.75                           2                                  2          First Lien                                         Y
           16046731                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         N
           16046732                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         N
           16046733                     2.25                                     20160201                          11                           2                                  2          First Lien                                         Y
           16046734                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16046736                     2.25                                     20160101                      11.375                           2                                  2          First Lien                                         Y
           16046737                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         Y
           16046465                     2.25                                     20160101                      11.125                           2                                  2          First Lien                                         Y
           16046466                     2.25                                     20110101                          11                           2                                  2          First Lien                                         Y
           16046467                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         Y
           16046468                     2.25                                     20160201                        11.5                           2                                  2          First Lien                                         Y
           16046469                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         Y
           16046470                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         N
           16046471                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16046472                     2.25                                     20090201                      11.875                           2                                  2          First Lien                                         Y
           16046473                     2.25                                     20090201                       12.75                       1.875                                  2          First Lien                                         Y
           16046474                     2.25                                     20110201                      10.875                       1.875                                  2          First Lien                                         Y
           16046475                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         N
           16046476                     2.25                                     20110201                      10.625                           2                                  2          First Lien                                         Y
           16046477                     2.25                                     20160201                          11                           2                                  2          First Lien                                         Y
           16046478                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         Y
           16046479                     2.25                                     20160101                      10.375                           2                                  2          First Lien                                         Y
           16046480                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         Y
           16046481                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046483                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         Y
           16046485                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046486                     2.25                                     20110201                          12                           2                                  2          First Lien                                         N
           16046487                     2.25                                     20130101                      11.125                           2                                  2          First Lien                                         Y
           16046488                     2.25                                     20160101                      11.375                           2                                  2          First Lien                                         Y
           16046489                     2.25                                     20160201                      11.125                           2                                  2          First Lien                                         Y
           16046491                     2.25                                     20110201                      10.125                           2                                  2          First Lien                                         Y
           16046492                     2.25                                     20110201                      12.125                           2                                  2          First Lien                                         N
           16046493                     2.25                                     20160201                      10.875                           2                                  2          First Lien                                         Y
           16046494                     2.25                                     20160201                      11.375                           2                                  2          First Lien                                         Y
           16046496                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         Y
           16046497                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         Y
           16046499                     2.25                                     20130101                      11.125                           2                                  2          First Lien                                         Y
           16046500                     2.25                                     20110201                       12.25                           2                                  2          First Lien                                         N
           16046501                     2.25                                     20160201                      11.375                           2                                  2          First Lien                                         Y
           16046502                     2.25                                     20110201                       11.75                           2                                  2          First Lien                                         N
           16046503                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046506                     2.25                                     20160101                      11.625                           2                                  2          First Lien                                         Y
           16046507                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         N
           16046508                     2.25                                     20110101                       11.25                           2                                  2          First Lien                                         Y
           16046509                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         N
           16046510                     2.25                                     20090201                      11.875                           2                                  2          First Lien                                         Y
           16046512                     2.25                                     20160201                       11.25                       1.875                                  2          First Lien                                         Y
           16046513                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         N
           16046515                     2.25                                     20110201                      11.375                           2                                  2          First Lien                                         Y
           16046516                     2.25                                     20090201                        12.5                           2                                  2          First Lien                                         Y
           16046517                     2.25                                     20110201                          11                       1.875                                  2          First Lien                                         Y
           16046518                     2.25                                     20110201                      10.625                           2                                  2          First Lien                                         Y
           16046519                     2.25                                     20160201                       11.25                           2                                  2          First Lien                                         Y
           16046520                     2.25                                     20110201                       11.75                           2                                  2          First Lien                                         N
           16046522                     2.25                                     20160101                      11.125                           2                                  2          First Lien                                         Y
           16046524                     2.25                                     20110101                          10                           2                                  2          First Lien                                         Y
           16046643                     2.25                                     20090201                       12.25                           2                                  2          First Lien                                         Y
           16046647                     2.25                                     20160201                      11.625                       1.875                                  2          First Lien                                         Y
           16046650                     2.25                                     20090201                       12.75                           2                                  2          First Lien                                         Y
           16046652                     2.25                                     20160201                          11                       1.875                                  2          First Lien                                         Y
           16046653                     2.25                                     20110101                      11.375                           2                                  2          First Lien                                         N
           16046654                     2.25                                     20110201                      11.375                           2                                  2          First Lien                                         Y
           16046656                     2.25                                     20160201                          11                           2                                  2          First Lien                                         Y
           16046657                     2.25                                     20110101                          11                           2                                  2          First Lien                                         N
           16046658                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046659                     2.25                                     20110101                      10.625                           2                                  2          First Lien                                         N
           16046660                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         Y
           16046661                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16046662                     2.25                                     20110201                        10.5                           2                                  2          First Lien                                         Y
           16046664                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         N
           16046665                     2.25                                     20110201                       11.75                           2                                  2          First Lien                                         N
           16046666                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16046667                     2.25                                     20110201                      10.625                           2                                  2          First Lien                                         Y
           16046669                     2.25                                     20110201                       11.75                           2                                  2          First Lien                                         N
           16046670                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046671                     2.25                                     20160201                       11.25                           2                                  2          First Lien                                         Y
           16046672                     2.25                                     20160101                       11.25                           2                                  2          First Lien                                         Y
           16046674                     2.25                                     20160201                      11.375                           2                                  2          First Lien                                         Y
           16046676                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046678                     2.25                                     20110201                        10.5                           2                                  2          First Lien                                         Y
           16046679                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         N
           16046680                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         Y
           16046683                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         N
           16046684                     2.25                                     20160201                          11                           2                                  2          First Lien                                         Y
           16046685                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         Y
           16046686                     2.25                                     20160101                       11.25                           2                                  2          First Lien                                         Y
           16046687                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         N
           16046688                     2.25                                     20160201                          11                           2                                  2          First Lien                                         Y
           16046689                     2.25                                     20160201                      10.875                           2                                  2          First Lien                                         Y
           16046690                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         Y
           16046691                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         N
           16046692                     2.25                                     20130201                      11.125                           2                                  2          First Lien                                         N
           16046694                     2.25                                     20090201                       12.25                           2                                  2          First Lien                                         Y
           16046695                     2.25                                     20110201                       11.75                       1.875                                  2          First Lien                                         Y
           16046697                     2.25                                     20160101                       11.25                           2                                  2          First Lien                                         Y
           16046699                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         Y
           16046598                     2.25                                     20160201                        11.5                           2                                  2          First Lien                                         Y
           16046600                     2.25                                     20110201                       11.75                           2                                  2          First Lien                                         Y
           16046601                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046602                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         Y
           16046603                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         N
           16046604                     2.25                                     20160101                      10.875                           2                                  2          First Lien                                         Y
           16046605                     2.25                                     20160101                      10.375                           2                                  2          First Lien                                         Y
           16046607                     2.25                                     20110101                       10.75                           2                                  2          First Lien                                         Y
           16046608                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         Y
           16046609                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         Y
           16046610                     2.25                                     20160201                       10.75                           2                                  2          First Lien                                         Y
           16046612                     2.25                                     20090101                      12.375                           2                                  2          First Lien                                         Y
           16046613                     2.25                                     20110201                      10.875                       1.875                                  2          First Lien                                         N
           16046614                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         N
           16046616                     2.25                                     20160201                        11.5                           2                                  2          First Lien                                         Y
           16046617                     2.25                                     20160101                      10.875                           2                                  2          First Lien                                         Y
           16046619                     2.25                                     20090201                        12.5                           2                                  2          First Lien                                         Y
           16046620                     2.25                                     20110101                       10.75                       1.875                                  2          First Lien                                         Y
           16046621                     2.25                                     20110101                      10.375                           2                                  2          First Lien                                         Y
           16046622                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         Y
           16046623                     2.25                                     20110101                      11.875                           2                                  2          First Lien                                         N
           16046624                     2.25                                     20110201                        12.5                           2                                  2          First Lien                                         N
           16046625                     2.25                                     20160201                      10.875                           2                                  2          First Lien                                         Y
           16046626                     2.25                                     20090101                       12.25                           2                                  2          First Lien                                         Y
           16046627                     2.25                                     20110101                      10.875                       1.875                                  2          First Lien                                         N
           16046628                     2.25                                     20110201                       10.25                           2                                  2          First Lien                                         Y
           16046629                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         Y
           16046630                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         Y
           16046631                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         N
           16046632                     2.25                                     20130201                       11.25                           2                                  2          First Lien                                         N
           16046634                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         Y
           16046635                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         N
           16046637                     2.25                                     20160201                       11.25                           2                                  2          First Lien                                         Y
           16046638                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         N
           16046639                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16046640                     2.25                                     20160201                      11.125                           2                                  2          First Lien                                         Y
           16046641                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         N
           16046642                     2.25                                     20110201                      11.375                           2                                  2          First Lien                                         Y
           16046525                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         N
           16046526                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         N
           16046527                     2.25                                     20110201                          11                           2                                  2          First Lien                                         N
           16046528                     2.25                                     20110101                       11.25                           2                                  2          First Lien                                         N
           16046529                     2.25                                     20090201                       12.25                           2                                  2          First Lien                                         Y
           16046530                     2.25                                     20110101                          11                       1.875                                  2          First Lien                                         Y
           16046531                     2.25                                     20110201                          12                           2                                  2          First Lien                                         N
           16046532                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         N
           16046533                     2.25                                     20110201                      12.125                           2                                  2          First Lien                                         N
           16046534                     2.25                                     20090201                       12.75                           2                                  2          First Lien                                         Y
           16046535                     2.25                                     20110201                       11.25                       1.875                                  2          First Lien                                         N
           16046536                     2.25                                     20160201                      11.625                           2                                  2          First Lien                                         Y
           16046537                     2.25                                     20110201                      11.375                           2                                  2          First Lien                                         N
           16046538                     2.25                                     20090101                      12.125                           2                                  2          First Lien                                         Y
           16046540                     2.25                                     20160201                       11.75                       1.875                                  2          First Lien                                         Y
           16046542                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         Y
           16046543                     2.25                                     20160101                       11.25                           2                                  2          First Lien                                         Y
           16046544                     2.25                                     20110201                      10.625                           2                                  2          First Lien                                         N
           16046545                     2.25                                     20160101                       11.25                           2                                  2          First Lien                                         Y
           16046547                     2.25                                     20160201                      10.875                           2                                  2          First Lien                                         Y
           16046548                     2.25                                     20130101                      11.875                           2                                  2          First Lien                                         N
           16046549                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16046551                     2.25                                     20160201                      11.125                           2                                  2          First Lien                                         Y
           16046553                     2.25                                     20110101                      11.125                           2                                  2          First Lien                                         Y
           16046555                     2.25                                     20130201                      11.875                           2                                  2          First Lien                                         N
           16046557                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16046558                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046559                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16046560                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         N
           16046561                     2.25                                     20090201                      11.875                           2                                  2          First Lien                                         Y
           16046563                     2.25                                     20160101                      10.875                       1.875                                  2          First Lien                                         Y
           16046564                     2.25                                     20110101                          11                           2                                  2          First Lien                                         Y
           16046565                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         Y
           16046566                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         Y
           16046567                     2.25                                     20160201                       11.25                           2                                  2          First Lien                                         Y
           16046568                     2.25                                     20110101                          11                           2                                  2          First Lien                                         Y
           16046572                     2.25                                     20110201                          11                           2                                  2          First Lien                                         N
           16046573                     2.25                                     20090101                       12.75                           2                                  2          First Lien                                         Y
           16046574                     2.25                                     20160201                       11.25                       1.875                                  2          First Lien                                         Y
           16046575                     2.25                                     20130101                        11.5                           2                                  2          First Lien                                         Y
           16046576                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         N
           16046578                     2.25                                     20090101                      12.375                           2                                  2          First Lien                                         Y
           16046580                     2.25                                     20110201                      11.625                       1.875                                  2          First Lien                                         Y
           16046581                     2.25                                     20110201                          10                           2                                  2          First Lien                                         Y
           16046582                     2.25                                     20110201                      11.375                           2                                  2          First Lien                                         Y
           16046583                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         Y
           16046584                     2.25                                     20130101                          11                           2                                  2          First Lien                                         Y
           16046585                     2.25                                     20160101                      10.875                           2                                  2          First Lien                                         Y
           16046588                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         N
           16046591                     2.25                                     20110101                          11                           2                                  2          First Lien                                         Y
           16046592                     2.25                                     20160101                      11.375                           2                                  2          First Lien                                         Y
           16046593                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         N
           16046594                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16046595                     2.25                                     20160201                      11.375                           2                                  2          First Lien                                         Y
           16046596                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         Y
           16127503                     2.25                                     20130101                       10.75                           2                                  2          First Lien                                         N
           16127504                     2.25                                     20110101                      10.625                           2                                  2          First Lien                                         N
           16127506                     2.25                                     20110101                      11.375                           2                                  2          First Lien                                         N
           16127507                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         N
           16127508                     2.25                                     20110101                        10.5                           2                                  2          First Lien                                         N
           16127509                     2.25                                     20110101                      11.125                           2                                  2          First Lien                                         N
           16127510                     2.25                                     20090201                          12                           2                                  2          First Lien                                         N
           16127511                     2.25                                     20130201                       10.25                       1.875                                  2          First Lien                                         Y
           16127512                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         N
           16127513                     2.25                                     20151201                          11                           2                                  2          First Lien                                         N
           16127514                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         Y
           16127515                     2.25                                     20090101                      11.125                           2                                  2          First Lien                                         N
           16127516                     2.25                                     20130201                       11.25                       1.875                                  2          First Lien                                         N
           16127517                     2.25                                     20100401                          11                           2                                  2          First Lien                                         N
           16127518                     2.25                                     20110201                          11                           2                                  2          First Lien                                         N
           16127519                     2.25                                     20110101                       11.25                           2                                  2          First Lien                                         N
           16127520                     2.25                                     20110101                      11.375                           2                                  2          First Lien                                         Y
           16127521                     2.25                                     20110301                          11                           2                                  2          First Lien                                         Y
           16127522                     2.25                                     20110201                       10.25                           2                                  2          First Lien                                         Y
           16127523                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         N
           16127524                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         N
           16127525                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         N
           16127526                     2.25                                     20110201                      10.625                           2                                  2          First Lien                                         N
           16127527                     2.25                                     20110101                          11                           2                                  2          First Lien                                         Y
           16127528                     2.25                                     20090101                      12.125                           2                                  2          First Lien                                         N
           16127529                     2.25                                     20110101                      11.125                       1.875                                  2          First Lien                                         Y
           16127530                     2.25                                     20090201                       12.25                           2                                  2          First Lien                                         N
           16127532                     2.25                                     20110201                      10.875                       1.875                                  2          First Lien                                         Y
           16127533                     2.25                                     20110201                       11.75                           2                                  2          First Lien                                         N
           16127534                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         N
           16127547                     2.25                                     20081201                        12.5                           2                                  2          First Lien                                         N
           16127548                     2.25                                     20160101                          11                       1.875                                  2          First Lien                                         N
           16127550                     2.25                                     20100201                       10.25                           2                                  2          First Lien                                         N
           16127551                     2.25                                     20110101                        10.5                           2                                  2          First Lien                                         N
           16127552                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         N
           16127553                     2.25                                     20100701                          10                           2                                  2          First Lien                                         N
           16127554                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         N
           16127555                     2.25                                     20110201                      10.625                           2                                  2          First Lien                                         Y
           16127556                     2.25                                     20110101                       10.75                           2                                  2          First Lien                                         N
           16127557                     2.25                                     20110101                       10.75                           2                                  2          First Lien                                         N
           16127558                     2.25                                     20110101                      10.375                           2                                  2          First Lien                                         N
           16127559                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         N
           16127560                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         N
           16127561                     2.25                                     20110101                       10.75                           2                                  2          First Lien                                         N
           16127562                     2.25                                     20101201                      11.125                           2                                  2          First Lien                                         N
           16127563                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         N
           16127565                     2.25                                     20130101                          11                           2                                  2          First Lien                                         N
           16127566                     2.25                                     20121201                      10.375                           2                                  2          First Lien                                         N
           16127567                     2.25                                     20130201                          11                           2                                  2          First Lien                                         Y
           16127568                     2.25                                     20110101                        10.5                           2                                  2          First Lien                                         N
           16127569                     2.25                                     20110101                       11.25                           2                                  2          First Lien                                         N
           16127570                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         N
           16127571                     2.25                                     20130101                        11.5                           2                                  2          First Lien                                         N
           16127572                     2.25                                     20090101                      12.125                           2                                  2          First Lien                                         N
           16127573                     2.25                                     20130201                      11.125                       1.875                                  2          First Lien                                         N
           16127574                     2.25                                     20110101                      11.125                           2                                  2          First Lien                                         N
           16127575                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         N
           16127576                     2.25                                     20110201                          11                           2                                  2          First Lien                                         N
           16127577                     2.25                                     20101201                      10.875                           2                                  2          First Lien                                         Y
           16127578                     2.25                                     20160201                      10.875                           2                                  2          First Lien                                         Y
           16127541                     2.25                                     20090101                      11.875                           2                                  2          First Lien                                         N
           16127542                     2.25                                     20110101                      10.375                       1.875                                  2          First Lien                                         Y
           16127543                     2.25                                     20130201                       10.75                           2                                  2          First Lien                                         Y
           16127544                     2.25                                     20100701                       10.75                           2                                  2          First Lien                                         N
           16127545                     2.25                                     20110201                        10.5                           2                                  2          First Lien                                         N
           16127546                     2.25                                     20130101                      10.875                           2                                  2          First Lien                                         N
           16127535                     2.25                                     20130201                       10.75                           2                                  2          First Lien                                         N
           16127536                     2.25                                     20160301                      10.875                           2                                  2          First Lien                                         Y
           16127537                     2.25                                     20110101                       11.75                           2                                  2          First Lien                                         N
           16127538                     2.25                                     20110101                          11                           2                                  2          First Lien                                         N
           16127539                     2.25                                     20101001                       10.75                           2                                  2          First Lien                                         N
           16127540                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         N
           16127499                     2.25                                     20100801                          10                           2                                  2          First Lien                                         N
           16127500                     2.25                                     20101201                       10.25                           2                                  2          First Lien                                         N
           16127501                     2.25                                     20130101                      10.625                           2                                  2          First Lien                                         N
           16127502                     2.25                                     20090101                      11.375                           2                                  2          First Lien                                         N
           16048088                     2.25                                     20090201                      12.625                       1.875                                  2          First Lien                                         Y
           16047971                     2.25                                     20081201                        12.5                           2                                  2          First Lien                                         N
           16047977                     2.25                                     20090101                       12.25                           2                                  2          First Lien                                         N
           16047989                     2.25                                     20090101                       12.25                           2                                  2          First Lien                                         Y
           16047990                     2.25                                     20090101                      11.625                           2                                  2          First Lien                                         N
           16047991                     2.25                                     20090101                       12.25                           2                                  2          First Lien                                         Y
           16047992                     2.25                                     20090101                      12.125                           2                                  2          First Lien                                         N
           16047994                     2.25                                     20090101                        12.5                           2                                  2          First Lien                                         Y
           16048002                     2.25                                     20090101                       12.25                           2                                  2          First Lien                                         Y
           16048004                     2.25                                     20081001                      11.375                           2                                  2          First Lien                                         Y
           16048006                     2.25                                     20090101                      12.375                           2                                  2          First Lien                                         Y
           16048008                     2.25                                     20090101                       12.25                           2                                  2          First Lien                                         Y
           16048012                     2.25                                     20090201                       11.75                           2                                  2          First Lien                                         N
           16048014                     2.25                                     20090201                       13.25                           2                                  2          First Lien                                         Y
           16048015                     2.25                                     20090101                      12.375                           2                                  2          First Lien                                         Y
           16048018                     2.25                                     20090201                        12.5                           2                                  2          First Lien                                         Y
           16048019                     2.25                                     20090201                      12.125                           2                                  2          First Lien                                         Y
           16048020                     2.25                                     20090201                       12.25                           2                                  2          First Lien                                         N
           16048021                     2.25                                     20090101                      12.375                           2                                  2          First Lien                                         Y
           16048024                     2.25                                     20090101                       12.75                           2                                  2          First Lien                                         Y
           16048033                     2.25                                     20081201                      12.125                           2                                  2          First Lien                                         Y
           16048037                     2.25                                     20090201                        12.5                           2                                  2          First Lien                                         Y
           16048045                     2.25                                     20090201                      11.875                           2                                  2          First Lien                                         Y
           16048046                     2.25                                     20090201                       12.25                           2                                  2          First Lien                                         Y
           16048048                     2.25                                     20090201                        13.5                           2                                  2          First Lien                                         Y
           16048049                     2.25                                     20090201                        12.5                           2                                  2          First Lien                                         N
           16048050                     2.25                                     20090201                        12.5                           2                                  2          First Lien                                         Y
           16048068                     2.25                                     20090201                      11.375                           2                                  2          First Lien                                         Y
           16048082                     2.25                                     20090301                       13.25                           2                                  2          First Lien                                         Y
           16047965                     2.25                                     20110201                          10                           2                                  2          First Lien                                         Y
           16047967                     2.75                                     20100801                        10.5                           2                                  2          First Lien                                         N
           16047968                     2.25                                     20101001                       10.25                         2.5                                  2          First Lien                                         Y
           16047970                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         Y
           16047972                     2.25                                     20110101                       11.25                           2                                  2          First Lien                                         Y
           16047973                     2.25                                     20110101                      11.125                           2                                  2          First Lien                                         Y
           16047976                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16047978                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         N
           16047980                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16047983                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16047984                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16047985                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         Y
           16047987                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16047988                     2.25                                     20110101                      11.875                           2                                  2          First Lien                                         Y
           16047993                     2.25                                     20110101                      11.375                           2                                  2          First Lien                                         Y
           16047995                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         Y
           16047996                     2.25                                     20110101                        10.5                           2                                  2          First Lien                                         N
           16047997                     2.25                                     20110101                      12.625                           2                                  2          First Lien                                         Y
           16047998                     2.25                                     20110101                      10.625                           2                                  2          First Lien                                         N
           16047999                     2.25                                     20110101                      10.125                           2                                  2          First Lien                                         Y
           16048000                     2.25                                     20110101                      11.875                           2                                  2          First Lien                                         Y
           16048001                     2.25                                     20110101                      11.625                           2                                  2          First Lien                                         Y
           16048003                     2.25                                     20110201                        10.5                           2                                  2          First Lien                                         Y
           16048005                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         Y
           16048007                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         Y
           16048009                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         Y
           16048010                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         Y
           16048011                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048013                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16048016                     2.25                                     20101101                        9.25                           2                                  2          First Lien                                         Y
           16048017                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16048022                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048023                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         N
           16048025                     2.25                                     20110101                      11.125                           2                                  2          First Lien                                         Y
           16048027                     2.25                                     20101001                      10.625                           2                                  2          First Lien                                         Y
           16048028                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         N
           16048029                     2.25                                     20110201                      11.375                           2                                  2          First Lien                                         Y
           16048030                     2.25                                     20110201                          11                           2                                  2          First Lien                                         N
           16048031                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16048032                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         Y
           16048034                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16048035                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         N
           16048036                     2.25                                     20110301                      11.125                           2                                  2          First Lien                                         Y
           16048039                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16048040                     2.25                                     20110201                         9.5                           2                                  2          First Lien                                         Y
           16048041                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048042                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048043                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         N
           16048044                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         N
           16048047                     2.25                                     20110201                      11.875                           2                                  2          First Lien                                         Y
           16048051                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048052                    2.875                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048053                     2.25                                     20110301                       11.25                       2.135                                  2          First Lien                                         Y
           16048054                     2.25                                     20110301                      11.375                           2                                  2          First Lien                                         Y
           16048055                     2.25                                     20110301                      10.625                           2                                  2          First Lien                                         Y
           16048057                     2.25                                     20110301                        10.5                           2                                  2          First Lien                                         Y
           16048058                     2.25                                     20110201                        11.5                           2                                  2          First Lien                                         Y
           16048059                     2.25                                     20110201                      11.125                           2                                  2          First Lien                                         Y
           16048060                     2.25                                     20110301                        10.5                           2                                  2          First Lien                                         Y
           16048061                     2.25                                     20110301                      10.875                           2                                  2          First Lien                                         Y
           16048063                     2.25                                     20110201                      11.625                           2                                  2          First Lien                                         Y
           16048064                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         N
           16048066                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         Y
           16048067                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048070                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16048071                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048072                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16048073                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16048074                     2.25                                     20110301                      10.375                           2                                  2          First Lien                                         Y
           16048075                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         Y
           16048076                     2.25                                     20110201                        10.5                           2                                  2          First Lien                                         Y
           16048077                    2.875                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048078                     2.25                                     20110201                       11.25                       2.135                                  2          First Lien                                         Y
           16048079                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16048080                     2.25                                     20110201                      11.375                           2                                  2          First Lien                                         Y
           16048081                     2.25                                     20110201                          11                           2                                  2          First Lien                                         Y
           16048083                     2.25                                     20110301                       11.25                           2                                  2          First Lien                                         Y
           16048084                        3                                     20100501                      10.875                           2                                  2          First Lien                                         N
           16048086                     2.25                                     20110201                      11.125                        2.75                                  2          First Lien                                         N
           16048087                     2.25                                     20110201                      11.375                           2                                  2          First Lien                                         Y
           16166797                     2.25                                     20090401                       11.75                           2                                  2          First Lien                                         Y
           16166649                     2.25                                     20090401                      11.875                           2                                  2          First Lien                                         N
           16166730                     2.25                                     20090401                      11.875                           2                                  2          First Lien                                         Y
           16166615                     2.25                                     20090401                      12.375                           2                                  2          First Lien                                         Y
           16166582                     2.25                                     20090401                       12.25                           2                                  2          First Lien                                         Y
           16166471                     2.25                                     20090401                       12.25                           2                                  2          First Lien                                         Y
           16166475                     2.25                                     20090401                      11.875                           2                                  2          First Lien                                         Y
           16166437                     2.25                                     20090401                        12.5                           2                                  2          First Lien                                         Y
           16166450                     2.25                                     20090401                      12.375                           2                                  2          First Lien                                         Y
           16166320                     2.25                                     20090401                      11.875                           2                                  2          First Lien                                         Y
           16166337                     2.25                                     20090401                        12.5                           2                                  2          First Lien                                         Y
           16166347                     2.25                                     20090401                       12.75                           2                                  2          First Lien                                         N
           16166275                     2.25                                     20090401                       11.75                           2                                  2          First Lien                                         Y
           16166095                     2.25                                     20090301                        12.5                           2                                  2          First Lien                                         Y
           16166097                     2.25                                     20090301                       12.75                           2                                  2          First Lien                                         Y
           16166101                     2.25                                     20090301                          12                           2                                  2          First Lien                                         N
           16166119                     2.25                                     20090301                       11.75                           2                                  2          First Lien                                         N
           16166120                     2.25                                     20090301                      12.125                           2                                  2          First Lien                                         Y
           16166134                     2.25                                     20090301                      12.625                           2                                  2          First Lien                                         Y
           16166140                     2.25                                     20090401                       12.25                           2                                  2          First Lien                                         Y
           16166146                     2.25                                     20090301                      12.125                           2                                  2          First Lien                                         Y
           16166150                     2.25                                     20090401                      11.875                           2                                  2          First Lien                                         Y
           16166158                     3.25                                     20090201                        12.5                           2                                  2          First Lien                                         N
           16166162                     2.25                                     20090301                          12                           3                                  2          First Lien                                         N
           16166165                     2.25                                     20090401                      11.875                           2                                  2          First Lien                                         Y
           16166190                     2.25                                     20090401                      12.875                           2                                  2          First Lien                                         N
           16166191                     2.25                                     20090301                      11.875                           2                                  2          First Lien                                         Y
           16166192                     2.25                                     20090401                       12.75                           2                                  2          First Lien                                         N
           16166250                     2.25                                     20090401                      12.875                           2                                  2          First Lien                                         Y
           16166072                     2.25                                     20090301                        12.5                           2                                  2          First Lien                                         Y
           16166081                     2.75                                     20081001                      11.875                           2                                  2          First Lien                                         N
           16166088                     2.25                                     20081001                      12.125                         2.5                                  2          First Lien                                         Y
           16166094                     2.25                                     20090301                       12.25                           2                                  2          First Lien                                         N
           16166794                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166798                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166747                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166751                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166754                     2.25                                     20110401                      10.125                           2                                  2          First Lien                                         Y
           16166759                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         N
           16166763                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166766                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166768                     2.25                                     20110401                          13                           2                                  2          First Lien                                         Y
           16166769                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166771                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166734                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166735                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166736                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166738                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166631                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16166632                     2.25                                     20110401                      10.125                           2                                  2          First Lien                                         Y
           16166635                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166642                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166644                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166653                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16166657                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166662                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16166665                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166667                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166680                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         N
           16166693                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166694                     2.25                                     20110501                          12                           2                                  2          First Lien                                         Y
           16166696                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166701                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166703                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166705                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166713                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166715                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166719                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166722                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16166584                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16166587                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166589                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166590                     2.25                                     20110401                      12.625                           2                                  2          First Lien                                         Y
           16166596                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166598                     2.25                                     20110401                      10.375                           2                                  2          First Lien                                         Y
           16166602                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166604                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166605                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166606                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166609                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166611                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166574                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166578                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166456                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166472                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166473                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166476                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166479                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166481                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166482                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166483                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166493                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         Y
           16166497                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166498                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166500                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         N
           16166501                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166504                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166505                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166510                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166527                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166528                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166531                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         Y
           16166534                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166535                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166536                     2.25                                     20110401                       10.25                           2                                  2          First Lien                                         Y
           16166542                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166554                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166555                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166556                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166563                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166570                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         N
           16166413                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166414                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166415                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166416                     2.25                                     20110401                        9.75                           2                                  2          First Lien                                         Y
           16166423                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166424                     2.25                                     20110401                       10.25                           2                                  2          First Lien                                         Y
           16166438                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166440                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         N
           16166329                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166345                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166350                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166354                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166355                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166356                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         N
           16166362                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         N
           16166363                     2.25                                     20110301                      10.625                           2                                  2          First Lien                                         Y
           16166369                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166370                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166371                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166373                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166376                     2.25                                     20110401                      10.125                           2                                  2          First Lien                                         Y
           16166401                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         Y
           16166402                     2.25                                     20110401                      10.375                           2                                  2          First Lien                                         Y
           16166405                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         N
           16166408                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166409                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         N
           16166410                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166412                     2.25                                     20110401                      10.375                           2                                  2          First Lien                                         Y
           16166284                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         N
           16166287                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166292                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166293                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         N
           16166294                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166300                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166302                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166316                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166096                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16166099                     2.25                                     20110201                       10.75                           2                                  2          First Lien                                         Y
           16166103                     2.25                                     20110301                        12.5                           2                                  2          First Lien                                         Y
           16166105                     2.25                                     20110301                          11                           2                                  2          First Lien                                         Y
           16166111                     2.25                                     20110301                       11.75                           2                                  2          First Lien                                         Y
           16166114                     2.25                                     20110301                      11.125                           2                                  2          First Lien                                         Y
           16166117                     2.25                                     20110301                      11.125                           2                                  2          First Lien                                         Y
           16166131                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166132                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         N
           16166133                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         Y
           16166139                     2.25                                     20110301                       10.75                           2                                  2          First Lien                                         Y
           16166144                     2.25                                     20110301                      12.625                           2                                  2          First Lien                                         Y
           16166171                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166172                     2.25                                     20110401                          12                           2                                  2          First Lien                                         Y
           16166173                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166174                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166181                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166184                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16166186                     2.25                                     20101101                       9.875                           2                                  2          First Lien                                         N
           16166195                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166196                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166205                     2.25                                     20110301                      10.875                           2                                  2          First Lien                                         Y
           16166210                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166211                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166212                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166214                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166215                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166219                     2.25                                     20110301                        11.5                           2                                  2          First Lien                                         Y
           16166222                     2.25                                     20110301                          11                           2                                  2          First Lien                                         Y
           16166229                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166230                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166239                     2.25                                     20110401                       10.99                           2                                  2          First Lien                                         N
           16166243                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166244                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166258                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166261                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166262                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         N
           16166264                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166265                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16166070                     2.25                                     20110401                       10.25                           2                                  2          First Lien                                         Y
           16166071                     2.25                                     20101001                      10.375                           2                                  2          First Lien                                         N
           16166073                     2.25                                     20101201                      10.625                           2                                  2          First Lien                                         Y
           16166077                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166079                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166085                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166087                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166093                     2.25                                     20110101                      10.875                           2                                  2          First Lien                                         Y
           16184179                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16184180                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16184181                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16184183                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16184184                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16184185                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16184186                     2.25                                     20130401                          11                           2                                  2          First Lien                                         N
           16184187                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16184188                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         Y
           16184189                     2.75                                     20130401                      11.375                           2                                  2          First Lien                                         N
           16184191                     2.25                                     20130401                        11.5                         2.5                                  2          First Lien                                         Y
           16184193                     2.25                                     20130401                      11.625                           2                                  2          First Lien                                         Y
           16184195                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16184196                     2.25                                     20130401                      11.625                           2                                  2          First Lien                                         Y
           16184198                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16184199                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16184200                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16184202                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16184203                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16184204                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16184205                     2.25                                     20130401                      11.625                           2                                  2          First Lien                                         Y
           16184209                     2.25                                     20130401                          11                           2                                  2          First Lien                                         N
           16184212                     2.25                                     20130401                      11.875                           2                                  2          First Lien                                         Y
           16184214                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         N
           16184217                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         N
           16184218                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         Y
           16184219                     2.25                                     20130501                          11                           2                                  2          First Lien                                         Y
           16184220                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16184221                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16184223                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16184224                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16184225                     2.25                                     20130501                       10.75                           2                                  2          First Lien                                         Y
           16184226                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16184227                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16184228                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         N
           16184229                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16184230                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         N
           16184232                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16184234                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16184236                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16184239                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16184241                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         Y
           16184245                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16184257                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16184259                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16184262                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         N
           16184265                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16184266                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16184268                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16184176                     2.25                                     20121001                      10.875                           2                                  2          First Lien                                         N
           16184177                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         N
           16166799                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166800                     2.25                                     20130301                      11.875                           2                                  2          First Lien                                         Y
           16166802                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         Y
           16166756                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166760                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16166764                     2.25                                     20130401                      11.625                           2                                  2          First Lien                                         Y
           16166785                     2.75                                     20130301                       11.25                           2                                  2          First Lien                                         N
           16166739                     2.25                                     20130401                      11.125                         2.5                                  2          First Lien                                         N
           16166620                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16166624                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166626                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166646                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         N
           16166673                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         N
           16166674                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         Y
           16166675                     2.25                                     20130401                      12.125                           2                                  2          First Lien                                         Y
           16166687                     2.25                                     20130401                      11.875                           2                                  2          First Lien                                         Y
           16166731                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         Y
           16166594                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16166599                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         Y
           16166600                     2.25                                     20130401                        10.5                           2                                  2          First Lien                                         Y
           16166573                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166581                     2.25                                     20130401                       10.75                           2                                  2          First Lien                                         N
           16166453                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         N
           16166465                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         N
           16166466                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16166468                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166484                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166485                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         N
           16166487                     2.25                                     20130401                      10.625                           2                                  2          First Lien                                         Y
           16166489                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166490                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166496                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166506                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166507                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166512                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16166517                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16166529                     2.25                                     20130401                       10.75                           2                                  2          First Lien                                         Y
           16166537                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         N
           16166558                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166559                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166564                     2.25                                     20130401                          11                           2                                  2          First Lien                                         N
           16166420                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166427                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16166429                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16166432                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16166434                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16166446                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166448                     2.25                                     20130401                          11                           2                                  2          First Lien                                         N
           16166452                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16166324                     2.25                                     20130301                          11                           2                                  2          First Lien                                         Y
           16166330                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16166332                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16166333                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16166342                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166346                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16166348                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16166351                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166352                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         N
           16166358                     2.25                                     20130401                      11.625                           2                                  2          First Lien                                         Y
           16166360                     2.25                                     20130401                       10.75                           2                                  2          First Lien                                         Y
           16166368                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166374                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         N
           16166375                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166381                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166383                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166391                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166393                     2.25                                     20130401                          12                           2                                  2          First Lien                                         Y
           16166399                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166271                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166272                     2.25                                     20130401                      11.625                           2                                  2          First Lien                                         Y
           16166274                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16166278                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16166281                     2.25                                     20130401                          11                           2                                  2          First Lien                                         N
           16166288                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166304                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166305                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166306                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166308                     2.25                                     20130401                      10.375                           2                                  2          First Lien                                         N
           16166311                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16166317                     2.25                                     20130401                       10.25                           2                                  2          First Lien                                         Y
           16166100                     2.25                                     20130201                       11.75                           2                                  2          First Lien                                         Y
           16166109                     2.25                                     20130301                      11.125                           2                                  2          First Lien                                         Y
           16166118                     2.25                                     20130301                      11.875                           2                                  2          First Lien                                         Y
           16166123                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166126                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16166129                     2.25                                     20130301                       11.75                           2                                  2          First Lien                                         Y
           16166137                     2.25                                     20130301                      11.625                           2                                  2          First Lien                                         Y
           16166141                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166157                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166166                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166177                     2.25                                     20130401                      11.875                           2                                  2          First Lien                                         Y
           16166180                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         Y
           16166182                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16166185                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16166187                     2.25                                     20130401                      11.875                           2                                  2          First Lien                                         Y
           16166193                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         N
           16166198                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         Y
           16166199                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16166221                     2.25                                     20130301                      11.625                           2                                  2          First Lien                                         Y
           16166224                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16166227                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166233                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166236                     2.25                                     20130401                          11                           2                                  2          First Lien                                         N
           16166251                     2.25                                     20130401                      11.625                           2                                  2          First Lien                                         Y
           16166254                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         Y
           16166263                     2.25                                     20130401                      11.125                           2                                  2          First Lien                                         Y
           16166266                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166078                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16166082                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16166089                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         Y
           16177241                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177242                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16177243                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16177244                     2.25                                     20110501                        10.5                           2                                  2          First Lien                                         Y
           16177245                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         N
           16177220                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16177221                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16177222                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16177223                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16177224                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16177225                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16177226                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177227                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177228                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16177229                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16177230                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16177231                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16177232                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177233                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177234                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16177235                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177236                     2.25                                     20110501                      11.625                           2                                  2          First Lien                                         Y
           16177237                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16177238                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16177239                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         N
           16177240                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16177210                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16177211                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16177212                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16177213                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         N
           16177214                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16177215                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177216                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16177217                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16177218                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16177219                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16177170                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16177171                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16177172                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177173                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16177174                     2.25                                     20110501                      11.875                           2                                  2          First Lien                                         Y
           16177175                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         N
           16177176                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177177                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177178                     2.25                                     20110301                       11.25                           2                                  2          First Lien                                         N
           16177179                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16177180                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177181                     2.25                                     20110401                       9.875                           2                                  2          First Lien                                         Y
           16177182                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16177183                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177184                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16177185                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16177186                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177187                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177188                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16177189                    2.875                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16177190                     2.25                                     20110401                       11.25                       2.135                                  2          First Lien                                         Y
           16177191                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177192                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177193                     2.25                                     20110401                       10.25                           2                                  2          First Lien                                         Y
           16177194                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177195                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16177196                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         N
           16177197                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16177198                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177199                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16177165                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177166                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         Y
           16177167                     2.25                                     20110301                       12.25                           2                                  2          First Lien                                         Y
           16177168                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177169                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177113                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177114                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177115                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177116                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         N
           16177117                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177118                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         Y
           16177119                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16177120                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177121                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16177122                     2.25                                     20110401                          12                           2                                  2          First Lien                                         Y
           16177123                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177124                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177125                     2.25                                     20110401                       12.25                           2                                  2          First Lien                                         Y
           16177126                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177127                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177128                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177129                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16177130                     2.25                                     20101201                       10.25                           2                                  2          First Lien                                         Y
           16177131                     2.25                                     20110301                      10.625                           2                                  2          First Lien                                         Y
           16177132                     2.25                                     20110301                      10.875                           2                                  2          First Lien                                         Y
           16177133                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177134                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16177135                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177136                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16177137                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16177138                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177139                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177140                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177141                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16177142                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177143                     2.25                                     20110401                      10.375                           2                                  2          First Lien                                         N
           16177144                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16177145                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177146                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16177147                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16177148                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16177110                     2.25                                     20110301                      11.375                           2                                  2          First Lien                                         Y
           16177111                     2.25                                     20110301                       11.25                           2                                  2          First Lien                                         Y
           16177112                     2.25                                     20110201                      10.875                           2                                  2          First Lien                                         Y
           16177149                     2.25                                     20101201                       10.25                           2                                  2          First Lien                                         Y
           16177150                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16177152                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16177153                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16177154                     2.25                                     20110301                        11.5                           2                                  2          First Lien                                         Y
           16177155                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         N
           16177157                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177158                     2.25                                     20110201                       11.25                           2                                  2          First Lien                                         Y
           16177159                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16177160                     2.25                                     20110301                          10                           2                                  2          First Lien                                         Y
           16177161                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177162                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         N
           16177163                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16177164                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16177100                     2.25                                     20110401                          12                           2                                  2          First Lien                                         Y
           16177101                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177102                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16177103                     2.25                                     20110401                      10.125                           2                                  2          First Lien                                         Y
           16177104                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177105                     2.25                                     20110301                      10.875                           2                                  2          First Lien                                         N
           16177106                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16177107                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16177108                     2.25                                     20101201                      11.375                           2                                  2          First Lien                                         Y
           16177109                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16177200                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16177201                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16177202                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16177203                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16177204                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16177205                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16177206                     2.25                                     20110501                          11                           2                                  2          First Lien                                         N
           16177207                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16177208                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16177209                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177090                     2.25                                     20101001                      10.875                           2                                  2          First Lien                                         Y
           16177091                     2.25                                     20110401                      10.125                           2                                  2          First Lien                                         Y
           16177092                     2.25                                     20110501                      10.375                           2                                  2          First Lien                                         Y
           16177093                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16177094                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16177095                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16177096                     2.25                                     20110301                          11                           2                                  2          First Lien                                         Y
           16177097                     2.25                                     20110101                        11.5                           2                                  2          First Lien                                         Y
           16177098                     2.25                                     20110301                       11.25                           2                                  2          First Lien                                         Y
           16177099                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         N
           16218249                     2.25                                     20110501                       12.25                           2                                  2          First Lien                                         N
           16218250                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218251                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16218252                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218244                     2.25                                     20110501                          10                           2                                  2          First Lien                                         Y
           16218245                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218246                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218247                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218248                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         N
           16218236                     2.25                                     20110501                      11.875                           2                                  2          First Lien                                         Y
           16218237                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218238                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218239                     2.25                                     20110501                       10.75                           2                                  2          First Lien                                         N
           16218240                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218241                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218242                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218243                     2.25                                     20110501                          12                           2                                  2          First Lien                                         Y
           16218230                     2.25                                     20110501                      11.625                           2                                  2          First Lien                                         Y
           16218231                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218232                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218233                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         N
           16218234                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218235                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218227                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218228                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218229                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218226                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218150                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218151                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         Y
           16218152                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218153                     2.25                                     20110501                          12                           2                                  2          First Lien                                         Y
           16218154                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218155                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16218156                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218157                     2.25                                     20110501                        10.5                           2                                  2          First Lien                                         Y
           16218158                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218159                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218160                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218161                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218162                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16218163                     2.25                                     20110501                      11.625                           2                                  2          First Lien                                         Y
           16218164                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218165                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218166                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218167                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218168                     2.25                                     20110501                      12.375                           2                                  2          First Lien                                         Y
           16218169                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218126                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218170                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218171                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218172                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218173                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16218174                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218175                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218176                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         N
           16218177                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218178                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218179                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218180                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         Y
           16218127                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16218128                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218129                     2.25                                     20110501                          12                           2                                  2          First Lien                                         Y
           16218181                     2.25                                     20110501                          11                           2                                  2          First Lien                                         N
           16218182                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218183                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218184                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218185                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         N
           16218130                    2.875                                     20110501                          12                           2                                  2          First Lien                                         Y
           16218131                     2.25                                     20110401                       11.25                       2.095                                  2          First Lien                                         Y
           16218132                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16218186                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         N
           16218187                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16218188                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218189                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218190                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16218191                     2.25                                     20110501                      10.375                           2                                  2          First Lien                                         Y
           16218192                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16218193                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218194                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218195                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218196                     2.25                                     20110501                          11                           2                                  2          First Lien                                         N
           16218197                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218198                     2.25                                     20110501                      11.875                           2                                  2          First Lien                                         Y
           16218199                    2.875                                     20110501                       10.25                           2                                  2          First Lien                                         Y
           16218133                     2.25                                     20110501                          11                       2.135                                  2          First Lien                                         Y
           16218134                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218135                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         N
           16218136                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218137                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218138                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16218139                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16218140                     2.25                                     20110501                       10.75                           2                                  2          First Lien                                         Y
           16218141                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         N
           16218142                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16218143                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16218144                     2.25                                     20110501                      12.375                           2                                  2          First Lien                                         Y
           16218145                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218146                     2.25                                     20110501                       10.75                           2                                  2          First Lien                                         N
           16218147                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         N
           16218148                     2.25                                     20110301                      11.375                           2                                  2          First Lien                                         N
           16218149                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218100                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16218101                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         Y
           16218102                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16218103                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16218104                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218105                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16218106                     2.25                                     20110301                      11.375                           2                                  2          First Lien                                         Y
           16218113                     2.25                                     20110501                          11                           2                                  2          First Lien                                         N
           16218114                     2.25                                     20110501                      11.625                           2                                  2          First Lien                                         Y
           16218115                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218116                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16218117                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218118                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16218119                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218107                     2.25                                     20110401                      12.125                           2                                  2          First Lien                                         N
           16218108                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16218109                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16218120                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         N
           16218121                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16218122                     2.25                                     20110501                      12.625                           2                                  2          First Lien                                         N
           16218123                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218124                     2.25                                     20110501                       10.75                           2                                  2          First Lien                                         Y
           16218125                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218110                     2.25                                     20110501                       12.75                           2                                  2          First Lien                                         Y
           16218111                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218112                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16218083                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218084                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16218085                     2.25                                     20110501                       10.75                           2                                  2          First Lien                                         Y
           16218086                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218087                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218088                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218089                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16218090                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16218091                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16218092                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16218093                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         N
           16218094                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         Y
           16218095                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16218096                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16218097                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16218098                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16218099                     2.25                                     20110501                       12.75                           2                                  2          First Lien                                         Y
           16218300                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218301                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218302                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         Y
           16218303                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218304                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218305                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218306                     2.25                                     20110501                      12.125                           2                                  2          First Lien                                         Y
           16218307                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         N
           16218308                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218309                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218310                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218311                     2.25                                     20110501                      11.875                           2                                  2          First Lien                                         Y
           16218312                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218313                     2.25                                     20110501                      12.125                           2                                  2          First Lien                                         Y
           16218314                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218315                     2.25                                     20110501                          11                           2                                  2          First Lien                                         N
           16218316                     2.25                                     20110501                      11.875                           2                                  2          First Lien                                         Y
           16218317                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218318                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218319                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218320                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218321                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218322                     2.25                                     20110501                      11.625                           2                                  2          First Lien                                         Y
           16218323                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         Y
           16218324                     2.25                                     20110601                      11.125                           2                                  2          First Lien                                         Y
           16218325                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218326                     2.25                                     20110501                       10.75                           2                                  2          First Lien                                         Y
           16218327                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218328                     2.25                                     20110601                      11.875                           2                                  2          First Lien                                         Y
           16218329                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218330                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218331                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218332                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16218220                     2.25                                     20110501                      11.625                           2                                  2          First Lien                                         N
           16218221                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218222                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218223                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         N
           16218224                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218225                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218200                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218201                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         N
           16218202                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218203                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218204                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218205                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218206                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         N
           16218207                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218208                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218209                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218210                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218211                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218212                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218213                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218214                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218215                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218216                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218217                     2.25                                     20110501                      11.875                           2                                  2          First Lien                                         Y
           16218218                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218256                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218257                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218258                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         Y
           16218259                     2.25                                     20110501                      10.125                           2                                  2          First Lien                                         Y
           16218260                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         N
           16218261                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218262                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218263                    3.125                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218264                     2.25                                     20110501                       10.75                       2.295                                  2          First Lien                                         Y
           16218265                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218266                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218267                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218268                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         N
           16218269                     2.25                                     20110501                        10.5                           2                                  2          First Lien                                         Y
           16218253                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218270                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218271                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218272                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218273                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         N
           16218274                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16218275                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218276                     2.25                                     20110501                      12.375                           2                                  2          First Lien                                         Y
           16218277                     2.25                                     20110501                      11.875                           2                                  2          First Lien                                         Y
           16218278                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218279                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218280                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         N
           16218281                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218282                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         Y
           16218283                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         N
           16218284                     2.25                                     20110501                      11.625                           2                                  2          First Lien                                         Y
           16218285                     2.25                                     20110501                      10.625                           2                                  2          First Lien                                         Y
           16218286                     2.25                                     20110501                      11.375                           2                                  2          First Lien                                         Y
           16218287                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218288                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218289                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         N
           16218290                     2.25                                     20110501                        11.5                           2                                  2          First Lien                                         Y
           16218291                     2.25                                     20110501                      11.625                           2                                  2          First Lien                                         Y
           16218292                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218293                     2.75                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218294                     2.25                                     20110501                      11.875                        2.11                                  2          First Lien                                         Y
           16218295                     2.25                                     20110501                      11.125                           2                                  2          First Lien                                         Y
           16218296                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218297                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218298                     2.25                                     20110501                       11.75                           2                                  2          First Lien                                         Y
           16218299                     2.25                                     20110501                       11.25                           2                                  2          First Lien                                         Y
           16218254                     2.25                                     20110501                          11                           2                                  2          First Lien                                         Y
           16218255                     2.25                                     20110501                      10.875                           2                                  2          First Lien                                         N
           16199805                     2.25                                     20160401                        10.5                           2                                  2          First Lien                                         N
           16199806                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         N
           16199807                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199808                     2.25                                     20160501                          12                           2                                  2          First Lien                                         N
           16199809                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199810                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199811                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199812                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199813                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16199814                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199815                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199816                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199817                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199818                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         N
           16199819                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199820                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16199821                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199822                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16199823                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199824                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199825                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199826                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199827                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         N
           16199829                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         N
           16199830                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         N
           16199831                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16199832                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199833                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199834                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199835                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16199836                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199837                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199838                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16199839                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16199840                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         N
           16199841                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199842                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199843                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16199844                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199845                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199846                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         N
           16199847                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199848                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         N
           16199849                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199850                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199851                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199852                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199853                     2.25                                     20160201                      11.125                           2                                  2          First Lien                                         Y
           16199854                     2.25                                     20160101                      10.875                           2                                  2          First Lien                                         N
           16199855                     2.25                                     20160501                          11                           2                                  2          First Lien                                         N
           16199795                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199796                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199797                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199798                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199799                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199705                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199706                     2.25                                     20160401                      10.875                           2                                  2          First Lien                                         Y
           16199707                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199708                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16199709                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199710                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199711                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199712                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         N
           16199713                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199714                     2.25                                     20160401                          11                           2                                  2          First Lien                                         Y
           16199715                     2.25                                     20160101                        11.5                           2                                  2          First Lien                                         Y
           16199716                     2.25                                     20160301                        11.5                           2                                  2          First Lien                                         Y
           16199717                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         N
           16199718                     2.25                                     20160201                      11.625                           2                                  2          First Lien                                         Y
           16199719                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199700                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199701                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199702                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199703                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199704                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199787                     2.25                                     20160401                      10.875                           2                                  2          First Lien                                         Y
           16199788                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199789                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199790                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199791                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199792                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199793                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199794                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199690                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16199691                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199692                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199693                     2.25                                     20160401                       11.75                           2                                  2          First Lien                                         Y
           16199694                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199695                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199696                     2.25                                     20160301                        10.5                           2                                  2          First Lien                                         N
           16199697                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199698                     2.25                                     20160401                       11.75                           2                                  2          First Lien                                         Y
           16199699                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199680                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199681                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199682                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199683                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199684                     2.25                                     20160401                       11.75                           2                                  2          First Lien                                         N
           16199685                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199686                     2.25                                     20160401                       11.75                           2                                  2          First Lien                                         Y
           16199687                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199688                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199689                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199663                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199664                     2.25                                     20160401                      12.375                           2                                  2          First Lien                                         Y
           16199665                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199666                     2.25                                     20160401                       10.75                           2                                  2          First Lien                                         Y
           16199667                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199668                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199669                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199670                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199671                     2.25                                     20160401                      10.875                           2                                  2          First Lien                                         N
           16199672                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199673                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         N
           16199674                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199675                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199676                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199677                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199678                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199679                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199753                     2.25                                     20160401                       10.75                           2                                  2          First Lien                                         N
           16199754                     2.25                                     20160501                          11                           2                                  2          First Lien                                         N
           16199760                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199762                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199763                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199764                     2.25                                     20160401                       10.75                           2                                  2          First Lien                                         N
           16199765                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199766                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199767                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199768                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199769                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199770                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199771                     2.75                                     20160501                      11.375                           2                                  2          First Lien                                         N
           16199772                     2.25                                     20160501                          11                         2.5                                  2          First Lien                                         Y
           16199773                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199774                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199775                     2.25                                     20160501                          11                           2                                  2          First Lien                                         N
           16199776                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199777                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199778                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199779                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199780                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199781                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199782                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199783                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199784                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         N
           16199785                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         N
           16199786                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199755                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199756                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199757                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199758                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199759                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199632                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199633                     2.25                                     20160101                       10.75                           2                                  2          First Lien                                         N
           16199634                     2.25                                     20160101                       10.75                           2                                  2          First Lien                                         Y
           16199635                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16199636                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199637                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199638                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199639                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16199640                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16199641                     2.25                                     20160401                      10.875                           2                                  2          First Lien                                         N
           16199642                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199643                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16199644                     2.25                                     20160401                          11                           2                                  2          First Lien                                         Y
           16199645                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16199646                     2.25                                     20160401                          11                           2                                  2          First Lien                                         Y
           16199647                     2.25                                     20160101                       11.75                           2                                  2          First Lien                                         Y
           16199648                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199649                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199650                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199651                     2.25                                     20160301                        11.5                           2                                  2          First Lien                                         Y
           16199652                     2.25                                     20160301                      11.375                           2                                  2          First Lien                                         Y
           16199653                     2.25                                     20160301                       11.25                           2                                  2          First Lien                                         Y
           16199654                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199655                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199656                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199657                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16199658                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199659                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         N
           16199660                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199661                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199662                     2.25                                     20160401                          11                           2                                  2          First Lien                                         N
           16199723                     2.25                                     20160401                        11.5                           2                                  2          First Lien                                         N
           16199724                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199725                     2.25                                     20160301                       11.25                           2                                  2          First Lien                                         Y
           16199726                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16199727                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16199728                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199729                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199730                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         N
           16199731                     2.25                                     20160501                       10.75                           2                                  2          First Lien                                         Y
           16199732                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16199733                     2.25                                     20160301                      11.375                           2                                  2          First Lien                                         Y
           16199734                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199735                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199736                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199737                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16199738                     2.25                                     20160501                       10.25                           2                                  2          First Lien                                         Y
           16199739                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199740                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199741                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199742                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16199743                     2.25                                     20160401                          11                           2                                  2          First Lien                                         Y
           16199744                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16199745                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199746                     2.25                                     20160401                          11                           2                                  2          First Lien                                         Y
           16199747                     2.25                                     20160401                      11.625                           2                                  2          First Lien                                         Y
           16199748                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199749                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199750                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16199751                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199752                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199720                     2.25                                     20160301                          11                           2                                  2          First Lien                                         Y
           16199721                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16199722                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16232382                     2.25                                     20150901                       10.75                           2                                  2          First Lien                                         Y
           16199856                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16199857                     2.25                                     20160501                          12                           2                                  2          First Lien                                         Y
           16199800                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         N
           16199801                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16199802                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16199803                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16199804                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16218700                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218701                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218702                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218703                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218704                     2.25                                     20130501                          12                           2                                  2          First Lien                                         Y
           16218705                     2.25                                     20130501                      11.875                           2                                  2          First Lien                                         Y
           16218706                     2.25                                     20130501                          12                           2                                  2          First Lien                                         Y
           16218707                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218708                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         N
           16218709                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218710                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218711                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218712                     2.25                                     20130501                      10.625                           2                                  2          First Lien                                         Y
           16218713                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218714                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         Y
           16218715                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218716                     2.25                                     20130501                       11.75                           2                                  2          First Lien                                         Y
           16218717                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218718                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218719                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218720                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218721                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218722                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218723                     2.25                                     20130501                          12                           2                                  2          First Lien                                         Y
           16218724                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218725                     2.25                                     20130501                      11.875                           2                                  2          First Lien                                         Y
           16218624                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218625                     2.25                                     20130501                          11                           2                                  2          First Lien                                         Y
           16218626                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218627                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218628                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218629                     2.25                                     20130401                      11.625                           2                                  2          First Lien                                         Y
           16218630                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218631                     2.25                                     20130501                        12.5                           2                                  2          First Lien                                         Y
           16218632                     2.25                                     20130501                          11                           2                                  2          First Lien                                         Y
           16218633                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218634                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218635                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218636                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218637                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218638                     2.25                                     20130501                          11                           2                                  2          First Lien                                         Y
           16218639                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218640                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218641                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218642                     2.25                                     20130501                       10.75                           2                                  2          First Lien                                         N
           16218643                     2.25                                     20130501                       11.75                           2                                  2          First Lien                                         Y
           16218644                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218645                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218646                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         Y
           16218647                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218648                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         Y
           16218649                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218650                     2.25                                     20130401                       10.75                           2                                  2          First Lien                                         N
           16218651                     2.25                                     20130401                      10.875                           2                                  2          First Lien                                         N
           16218652                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218653                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         N
           16218654                     2.25                                     20130501                       10.75                           2                                  2          First Lien                                         Y
           16218655                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218656                     2.25                                     20130501                       11.75                           2                                  2          First Lien                                         Y
           16218657                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218658                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         Y
           16218659                     2.25                                     20130501                      11.875                           2                                  2          First Lien                                         Y
           16218660                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218661                     2.25                                     20130501                          11                           2                                  2          First Lien                                         Y
           16218662                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         N
           16218663                     2.25                                     20130501                       11.75                           2                                  2          First Lien                                         Y
           16218664                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218665                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218666                     2.25                                     20130501                      12.125                           2                                  2          First Lien                                         N
           16218667                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         N
           16218668                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218669                     2.25                                     20130501                       10.25                           2                                  2          First Lien                                         Y
           16218670                     2.25                                     20130501                          11                           2                                  2          First Lien                                         Y
           16218671                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         N
           16218672                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218673                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16218674                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         N
           16218675                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218676                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218677                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218678                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218679                     2.25                                     20130501                       12.25                           2                                  2          First Lien                                         Y
           16218680                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         N
           16218681                     2.25                                     20130501                      10.875                           2                                  2          First Lien                                         Y
           16218682                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218683                     2.25                                     20130501                      11.875                           2                                  2          First Lien                                         Y
           16218684                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         N
           16218685                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218686                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         N
           16218687                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218688                     2.25                                     20130501                          12                           2                                  2          First Lien                                         Y
           16218689                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218690                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218691                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218692                     2.25                                     20130501                      12.125                           2                                  2          First Lien                                         Y
           16218693                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         N
           16218694                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218695                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218696                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218697                     2.25                                     20130501                       11.75                           2                                  2          First Lien                                         Y
           16218608                     2.25                                     20130401                          10                           2                                  2          First Lien                                         Y
           16218609                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218698                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218699                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16223053                     2.25                                     20130501                      11.875                           2                                  2          First Lien                                         Y
           16223054                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16223055                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16223056                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16223057                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16223058                     2.25                                     20130601                      11.375                           2                                  2          First Lien                                         Y
           16223059                     2.25                                     20130601                        11.5                           2                                  2          First Lien                                         Y
           16218610                     2.25                                     20130401                      11.625                           2                                  2          First Lien                                         Y
           16218611                     2.25                                     20130501                       11.75                           2                                  2          First Lien                                         Y
           16218612                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218613                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218614                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         N
           16218615                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218616                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218617                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218618                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16218619                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16218620                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218621                     2.25                                     20130401                        11.5                           2                                  2          First Lien                                         Y
           16218622                     2.25                                     20130501                          11                           2                                  2          First Lien                                         Y
           16218623                     2.25                                     20130401                          11                           2                                  2          First Lien                                         N
           16218600                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16218601                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218602                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218603                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218604                     2.25                                     20130401                      11.875                           2                                  2          First Lien                                         Y
           16218605                     2.25                                     20130501                      11.875                           2                                  2          First Lien                                         Y
           16218606                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         N
           16218607                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16218597                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218598                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         N
           16218599                     2.25                                     20130501                       11.75                           2                                  2          First Lien                                         Y
           16218570                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218571                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         N
           16218572                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218573                     2.25                                     20130501                          11                           2                                  2          First Lien                                         Y
           16218574                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218575                     2.25                                     20130501                      12.375                           2                                  2          First Lien                                         Y
           16218576                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         N
           16218577                     2.75                                     20130401                      11.375                           2                                  2          First Lien                                         N
           16218578                     2.25                                     20130401                          11                         2.5                                  2          First Lien                                         Y
           16218579                     2.25                                     20130401                       11.25                           2                                  2          First Lien                                         N
           16218580                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16218581                     2.25                                     20130401                       11.75                           2                                  2          First Lien                                         Y
           16218582                     2.25                                     20130401                       12.25                           2                                  2          First Lien                                         Y
           16218583                     2.25                                     20130501                       11.25                           2                                  2          First Lien                                         Y
           16218584                     2.25                                     20130401                          11                           2                                  2          First Lien                                         Y
           16218585                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16218586                     2.25                                     20130401                      11.375                           2                                  2          First Lien                                         Y
           16218587                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         N
           16218588                     2.25                                     20130501                      11.375                           2                                  2          First Lien                                         Y
           16218589                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218590                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         Y
           16218591                     2.25                                     20130501                      11.625                           2                                  2          First Lien                                         Y
           16218592                     2.25                                     20130501                       11.75                           2                                  2          First Lien                                         Y
           16218593                     2.25                                     20130501                        11.5                           2                                  2          First Lien                                         N
           16218594                     2.75                                     20130501                      12.125                           2                                  2          First Lien                                         N
           16218595                     2.25                                     20130401                          11                         2.5                                  2          First Lien                                         Y
           16218596                     2.25                                     20130501                      11.125                           2                                  2          First Lien                                         Y
           16232384                     2.25                                     20120701                      10.375                           2                                  2          First Lien                                         Y
           16218960                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218961                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16218962                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218963                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16218964                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16218965                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         N
           16218966                     2.25                                     20160501                       9.625                           2                                  2          First Lien                                         Y
           16218967                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218968                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218969                     2.25                                     20160501                       11.75                           2                                  2          First Lien                                         Y
           16218970                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218971                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218972                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218973                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         N
           16218974                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16218975                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218976                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218977                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218978                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218979                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16218980                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16218981                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218982                     2.25                                     20160601                       11.25                           2                                  2          First Lien                                         Y
           16218983                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16218984                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218985                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16218986                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218987                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218988                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16218989                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218990                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218991                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218992                     2.25                                     20160601                      11.625                           2                                  2          First Lien                                         Y
           16218993                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218994                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16218995                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218996                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218997                     2.25                                     20160601                      11.625                           2                                  2          First Lien                                         Y
           16218998                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218999                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218940                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218941                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218942                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16218943                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218944                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16218945                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         N
           16218946                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218947                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218948                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16218949                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16218950                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218951                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218952                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218953                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16218954                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218955                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16218956                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16218957                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16218958                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16218959                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218930                     2.25                                     20160501                        10.5                           2                                  2          First Lien                                         Y
           16218931                     2.25                                     20160401                      10.625                           2                                  2          First Lien                                         Y
           16218932                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218933                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         N
           16218934                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218935                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16218936                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218937                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218938                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16218939                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218885                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16218886                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16218887                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16218888                     2.25                                     20160101                        11.5                           2                                  2          First Lien                                         Y
           16218889                     2.25                                     20160401                          11                           2                                  2          First Lien                                         Y
           16218890                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218891                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218892                     2.25                                     20160401                      11.125                           2                                  2          First Lien                                         Y
           16218893                     2.25                                     20160401                          11                           2                                  2          First Lien                                         Y
           16218894                     2.25                                     20160401                       11.25                           2                                  2          First Lien                                         Y
           16218895                     2.25                                     20160401                      11.875                           2                                  2          First Lien                                         Y
           16218896                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         N
           16218897                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218898                     2.75                                     20160401                        11.5                           2                                  2          First Lien                                         Y
           16218899                     2.25                                     20160401                      11.625                         2.5                                  2          First Lien                                         Y
           16218880                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218881                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         N
           16218882                     2.25                                     20160501                       10.75                           2                                  2          First Lien                                         Y
           16218883                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16218884                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218901                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16218902                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16218903                     2.25                                     20160401                      11.375                           2                                  2          First Lien                                         Y
           16218904                     2.25                                     20160501                       10.75                           2                                  2          First Lien                                         Y
           16218905                     2.25                                     20160501                       11.75                           2                                  2          First Lien                                         Y
           16218906                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16218907                     2.25                                     20160501                       11.75                           2                                  2          First Lien                                         Y
           16218908                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218909                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         N
           16218910                     2.25                                     20160501                       11.75                           2                                  2          First Lien                                         Y
           16218911                     2.25                                     20160501                        12.5                           2                                  2          First Lien                                         Y
           16218912                     2.25                                     20160501                       11.75                           2                                  2          First Lien                                         Y
           16218913                     2.25                                     20160501                       11.75                           2                                  2          First Lien                                         Y
           16218914                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16218915                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16218916                     2.25                                     20160501                          11                           2                                  2          First Lien                                         Y
           16218917                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218918                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16218919                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16218920                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218921                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         N
           16218922                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218923                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16218924                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16218925                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         N
           16218926                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16218927                     2.25                                     20160501                          13                           2                                  2          First Lien                                         Y
           16218928                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16218929                     2.25                                     20160501                       11.75                           2                                  2          First Lien                                         Y
           16218900                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16219027                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16219029                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16219030                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16219000                     2.25                                     20160501                       11.75                           2                                  2          First Lien                                         Y
           16219001                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16219002                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16219003                     2.25                                     20160501                      11.875                           2                                  2          First Lien                                         Y
           16219004                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16219005                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         N
           16219006                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         N
           16219007                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16219008                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16219009                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16219010                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         N
           16219011                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16219012                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16219013                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16219014                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16219015                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16219016                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16219017                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16219018                     2.25                                     20160501                      10.875                           2                                  2          First Lien                                         Y
           16219019                     2.25                                     20160501                       11.75                           2                                  2          First Lien                                         Y
           16219020                     2.25                                     20160501                        11.5                           2                                  2          First Lien                                         Y
           16219021                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16219022                     2.25                                     20160501                       11.25                           2                                  2          First Lien                                         Y
           16219023                     2.25                                     20160501                      11.375                           2                                  2          First Lien                                         Y
           16219024                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16219025                     2.25                                     20160501                      11.125                           2                                  2          First Lien                                         Y
           16219026                     2.25                                     20160501                      11.625                           2                                  2          First Lien                                         Y
           16132484                     2.75                                     20151101                        11.5                           2                                  2          First Lien                                         Y
           16132485                     2.75                                     20101101                      10.125                         2.5                                  2          First Lien                                         Y
           16132486                     2.75                                     20110201                      10.375                         2.5                                  2          First Lien                                         Y
           16132487                     2.75                                     20101101                       10.75                         2.5                                  2          First Lien                                         Y
           16132488                     2.75                                     20101201                      11.875                         2.5                                  2          First Lien                                         Y
           16132490                     2.75                                     20160301                      11.625                         2.5                                  2          First Lien                                         Y
           16132491                     2.75                                     20121201                      11.625                         2.5                                  2          First Lien                                         Y
           16132492                     2.75                                     20121201                       11.25                         2.5                                  2          First Lien                                         N
           15830580                     2.75                                     20080901                       9.875                         2.5                                  2          First Lien                                         N
           15830659                     2.75                                     20100701                       9.875                         2.5                                  2          First Lien                                         N
           15830691                     2.75                                     20101001                      10.375                         2.5                                  2          First Lien                                         N
           15830692                     2.75                                     20101001                      10.125                         2.5                                  2          First Lien                                         Y
           15830779                     2.75                                     20101001                        10.5                         2.5                                  2          First Lien                                         Y
           15830881                     2.75                                     20101001                        11.5                         2.5                                  2          First Lien                                         Y
           15830883                     2.75                                     20101001                      11.125                         2.5                                  2          First Lien                                         Y
           15830956                     2.75                                     20101001                        10.5                         2.5                                  2          First Lien                                         N
           15830987                     2.75                                     20100901                       9.875                         2.5                                  2          First Lien                                         Y
           15831159                     2.75                                     20101001                      11.125                         2.5                                  2          First Lien                                         Y
           15831162                     2.75                                     20101001                       10.75                         2.5                                  2          First Lien                                         Y
           15831298                     2.75                                     20100301                          10                         2.5                                  2          First Lien                                         N
           15831306                     2.75                                     20100301                       9.875                         2.5                                  2          First Lien                                         N
           15831355                     2.75                                     20100901                          10                         2.5                                  2          First Lien                                         N
           15831373                     2.75                                     20101001                          10                         2.5                                  2          First Lien                                         Y
           15831471                     2.75                                     20101001                       10.75                         2.5                                  2          First Lien                                         Y
           15831507                     2.75                                     20101001                          10                         2.5                                  2          First Lien                                         N
           15831577                     2.75                                     20101001                      10.625                         2.5                                  2          First Lien                                         Y
           15831602                     2.75                                     20101001                      10.875                         2.5                                  2          First Lien                                         Y
           15831626                     2.75                                     20101101                      10.625                         2.5                                  2          First Lien                                         Y
           15831665                     2.75                                     20101001                      10.875                         2.5                                  2          First Lien                                         Y
           15831684                     2.75                                     20101001                      10.875                         2.5                                  2          First Lien                                         Y
           15831701                     2.75                                     20101001                      10.875                         2.5                                  2          First Lien                                         Y
           16019791                     2.75                                     20101001                      10.125                         2.5                                  2          First Lien                                         Y
           16019841                     2.75                                     20101001                      10.125                         2.5                                  2          First Lien                                         N
           16019844                     2.75                                     20101001                          10                         2.5                                  2          First Lien                                         Y
           16020328                     2.25                                     20101001                      10.125                         2.5                                  2          First Lien                                         Y
           16020419                     2.75                                     20101101                       10.25                           2                                  2          First Lien                                         N
           16020619                     2.25                                     20100801                      10.125                         2.5                                  2          First Lien                                         Y
           16020700                     2.75                                     20101201                       10.25                           2                                  2          First Lien                                         N
           16020753                     2.75                                     20090701                       10.25                         2.5                                  2          First Lien                                         N
           16020805                     2.75                                     20101101                       10.25                         2.5                                  2          First Lien                                         Y
           16020911                     2.75                                     20101001                        9.25                         2.5                                  2          First Lien                                         Y
           16166788                     2.25                                     20110401                          11                         2.5                                  2          First Lien                                         Y
           16166791                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166795                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166796                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166748                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166762                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166772                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166776                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166781                     2.25                                     20101101                          11                           2                                  2          First Lien                                         Y
           16166782                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166787                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166737                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166621                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         Y
           16166639                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166641                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166645                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166660                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166664                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166666                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166669                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166670                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166672                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166679                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166682                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166683                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166686                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         N
           16166689                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166695                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166698                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166702                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166711                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16166716                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166725                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166729                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         N
           16166616                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166593                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         Y
           16166595                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166610                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166613                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166614                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166577                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166579                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166580                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         N
           16166454                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166458                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166459                     2.25                                     20110401                          10                           2                                  2          First Lien                                         N
           16166460                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166467                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         N
           16166469                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166470                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16166474                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166477                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166488                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         Y
           16166494                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166515                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166518                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166519                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166521                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166522                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166523                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166524                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166526                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166533                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166539                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166540                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166544                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166545                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166550                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166560                     2.75                                     20110401                      10.875                           2                                  2          First Lien                                         N
           16166417                     2.25                                     20110401                      10.375                         2.5                                  2          First Lien                                         Y
           16166419                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166421                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166425                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166426                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         Y
           16166428                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166435                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166436                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         N
           16166443                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16166449                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166319                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166321                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166323                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166327                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         Y
           16166328                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166336                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         Y
           16166340                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166344                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166349                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166353                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         Y
           16166359                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166364                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166377                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166378                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166379                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166380                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166389                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166390                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166395                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         Y
           16166407                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166411                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166289                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         N
           16166296                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         Y
           16166310                     2.25                                     20110301                       10.25                           2                                  2          First Lien                                         Y
           16166313                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166315                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         N
           16166318                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166098                     2.25                                     20110301                      11.375                           2                                  2          First Lien                                         Y
           16166102                     2.25                                     20110301                        10.5                           2                                  2          First Lien                                         N
           16166104                     2.25                                     20110301                      11.375                           2                                  2          First Lien                                         Y
           16166106                     2.25                                     20110301                          11                           2                                  2          First Lien                                         Y
           16166107                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166108                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         Y
           16166110                     2.25                                     20110301                      10.875                           2                                  2          First Lien                                         Y
           16166113                     2.25                                     20110301                       10.75                           2                                  2          First Lien                                         Y
           16166115                     2.25                                     20110301                       11.25                           2                                  2          First Lien                                         Y
           16166116                     2.25                                     20110301                      10.875                           2                                  2          First Lien                                         Y
           16166121                     2.25                                     20110301                       10.75                           2                                  2          First Lien                                         Y
           16166122                     2.25                                     20110301                      11.625                           2                                  2          First Lien                                         Y
           16166125                     2.25                                     20110301                      10.125                           2                                  2          First Lien                                         Y
           16166127                     2.25                                     20110301                       11.25                           2                                  2          First Lien                                         Y
           16166128                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166135                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166136                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166138                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166142                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166143                     2.25                                     20110301                        11.5                           2                                  2          First Lien                                         Y
           16166145                     2.25                                     20110301                       11.25                           2                                  2          First Lien                                         N
           16166147                     2.25                                     20110301                      10.875                           2                                  2          First Lien                                         Y
           16166148                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166151                     2.25                                     20110301                      11.125                           2                                  2          First Lien                                         Y
           16166152                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166155                     2.25                                     20110301                      11.875                           2                                  2          First Lien                                         Y
           16166159                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166160                     2.25                                     20110401                        10.5                           2                                  2          First Lien                                         N
           16166161                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166163                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166164                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166167                     2.25                                     20110301                          11                           2                                  2          First Lien                                         Y
           16166168                     2.25                                     20110301                      11.375                           2                                  2          First Lien                                         Y
           16166170                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166175                     2.25                                     20110301                      11.125                           2                                  2          First Lien                                         Y
           16166176                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166178                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166189                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         Y
           16166194                     2.25                                     20110301                      11.125                           2                                  2          First Lien                                         Y
           16166197                     2.25                                     20110301                       11.25                           2                                  2          First Lien                                         N
           16166200                     2.25                                     20110401                      11.625                           2                                  2          First Lien                                         N
           16166201                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166202                     2.25                                     20110301                        10.5                           2                                  2          First Lien                                         Y
           16166203                     2.25                                     20110401                      11.375                           2                                  2          First Lien                                         N
           16166204                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166207                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166213                     2.25                                     20110301                      11.625                           2                                  2          First Lien                                         Y
           16166217                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166218                     2.25                                     20110301                       10.75                           2                                  2          First Lien                                         Y
           16166220                     2.25                                     20110401                          11                           2                                  2          First Lien                                         N
           16166223                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         N
           16166225                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166232                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166234                     2.25                                     20110401                      10.875                           2                                  2          First Lien                                         Y
           16166235                     2.25                                     20110301                        10.5                           2                                  2          First Lien                                         N
           16166237                     2.25                                     20110401                      11.875                           2                                  2          First Lien                                         Y
           16166238                     2.25                                     20110401                      10.625                           2                                  2          First Lien                                         N
           16166245                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166247                     2.25                                     20110401                       11.75                           2                                  2          First Lien                                         Y
           16166249                     2.25                                     20110301                      10.875                           2                                  2          First Lien                                         Y
           16166255                     2.25                                     20110401                        11.5                           2                                  2          First Lien                                         Y
           16166267                     2.25                                     20110401                      11.125                           2                                  2          First Lien                                         Y
           16166069                     2.25                                     20110401                       10.75                           2                                  2          First Lien                                         Y
           16166074                     2.25                                     20110401                          11                           2                                  2          First Lien                                         Y
           16166083                     2.25                                     20110401                       11.25                           2                                  2          First Lien                                         Y
           16166092                     2.25                                     20110301                          12                           2                                  2          First Lien                                         Y
               2026


           LOAN_SEQ                     IO_PERIOD        PREPAY                                    AMORT_TERM1    PORTFOLIO
---------------------------------------------------------------------------------------------------------------------------
           16046700                          36          No_PP                                         360          ADN1
           16046701                          60          No_PP                                         360          ADN1
           16046702                          60          No_PP                                         360          ADN1
           16046703                           0          No_PP                                         360          ADN1
           16046704                          60          No_PP                                         360          ADN1
           16046705                          36          No_PP                                         360          ADN1
           16046706                          60          No_PP                                         360          ADN1
           16046707                         120          No_PP                                         360          ADN1
           16046708                          60          No_PP                                         360          ADN1
           16046709                          60          No_PP                                         360          ADN1
           16046710                          60          No_PP                                         360          ADN1
           16046712                          60          No_PP                                         360          ADN1
           16046713                         120          No_PP                                         360          ADN1
           16046714                          60          No_PP                                         360          ADN1
           16046715                         120          No_PP                                         360          ADN1
           16046482                          60          No_PP                                         360          ADN1
           16046498                         120          No_PP                                         360          ADN1
           16046505                         120          No_PP                                         360          ADN1
           16046511                          60          No_PP                                         360          ADN1
           16046514                           0          No_PP                                         360          ADN1
           16046521                         120          No_PP                                         360          ADN1
           16046541                         120          No_PP                                         360          ADN1
           16046546                          60          No_PP                                         360          ADN1
           16046550                         120          No_PP                                         360          ADN1
           16046562                          60          No_PP                                         360          ADN1
           16046570                          60          No_PP                                         360          ADN1
           16046579                          36          No_PP                                         360          ADN1
           16046587                         120          No_PP                                         360          ADN1
           16046597                           0          No_PP                                         360          ADN1
           16046606                          60          No_PP                                         360          ADN1
           16046615                          60          No_PP                                         360          ADN1
           16046618                          36          No_PP                                         360          ADN1
           16046644                          60          No_PP                                         360          ADN1
           16046645                           0          No_PP                                         360          ADN1
           16046646                          36          No_PP                                         360          ADN1
           16046648                          60          No_PP                                         360          ADN1
           16046649                          60          No_PP                                         360          ADN1
           16046651                          36          No_PP                                         360          ADN1
           16046655                          60          No_PP                                         360          ADN1
           16046663                          84          No_PP                                         360          ADN1
           16046673                          36          No_PP                                         360          ADN1
           16046675                         120          No_PP                                         360          ADN1
           16046682                          60          No_PP                                         360          ADN1
           16046693                         120          No_PP                                         360          ADN1
           16046698                          60          No_PP                                         360          ADN1
           16046711                          60          No_PP                                         360          ADN1
           16046720                          60          No_PP                                         360          ADN1
           16046729                          60          No_PP                                         360          ADN1
           16046730                         120          No_PP                                         360          ADN1
           16046738                          60          No_PP                                         360          ADN1
           16046747                         120          No_PP                                         360          ADN1
           16046763                         120          No_PP                                         360          ADN1
           16046766                          60          No_PP                                         360          ADN1
           16046767                         120          No_PP                                         360          ADN1
           16046768                           0          No_PP                                         360          ADN1
           16046770                           0          No_PP                                         360          ADN1
           16046771                          36          No_PP                                         360          ADN1
           16046773                          36          No_PP                                         360          ADN1
           16046779                          60          No_PP                                         360          ADN1
           16046782                         120          No_PP                                         360          ADN1
           16046807                          60          No_PP                                         360          ADN1
           16046815                         120          No_PP                                         360          ADN1
           16046821                          84          No_PP                                         360          ADN1
           16046826                         120          No_PP                                         360          ADN1
           16046739                          60          No_PP                                         360          ADN1
           16046740                         120          No_PP                                         360          ADN1
           16046741                         120          No_PP                                         360          ADN1
           16046742                          60          No_PP                                         360          ADN1
           16046743                          84          No_PP                                         360          ADN1
           16046744                           0          No_PP                                         360          ADN1
           16046746                          60          No_PP                                         360          ADN1
           16046748                           0          No_PP                                         360          ADN1
           16046750                          60          No_PP                                         360          ADN1
           16046751                          60          No_PP                                         360          ADN1
           16046752                          84          No_PP                                         360          ADN1
           16046753                         120          No_PP                                         360          ADN1
           16046754                         120          No_PP                                         360          ADN1
           16046755                         120          No_PP                                         360          ADN1
           16046756                           0          No_PP                                         360          ADN1
           16046759                           0          No_PP                                         360          ADN1
           16046760                           0          No_PP                                         360          ADN1
           16046761                          60          No_PP                                         360          ADN1
           16046762                          60          No_PP                                         360          ADN1
           16046764                           0          No_PP                                         360          ADN1
           16046765                          60          No_PP                                         360          ADN1
           16046769                           0          No_PP                                         360          ADN1
           16046772                          60          No_PP                                         360          ADN1
           16046774                         120          No_PP                                         360          ADN1
           16046775                          60          No_PP                                         360          ADN1
           16046776                          36          No_PP                                         360          ADN1
           16046777                         120          No_PP                                         360          ADN1
           16046778                         120          No_PP                                         360          ADN1
           16046780                          36          No_PP                                         360          ADN1
           16046781                           0          No_PP                                         360          ADN1
           16046784                          36          No_PP                                         360          ADN1
           16046785                         120          No_PP                                         360          ADN1
           16046786                          36          No_PP                                         360          ADN1
           16046787                          36          No_PP                                         360          ADN1
           16046788                          60          No_PP                                         360          ADN1
           16046789                          36          No_PP                                         360          ADN1
           16046790                           0          No_PP                                         360          ADN1
           16046791                         120          No_PP                                         360          ADN1
           16046792                         120          No_PP                                         360          ADN1
           16046793                         120          No_PP                                         360          ADN1
           16046794                         120          No_PP                                         360          ADN1
           16046796                         120          No_PP                                         360          ADN1
           16046797                          60          No_PP                                         360          ADN1
           16046798                         120          No_PP                                         360          ADN1
           16046799                          84          No_PP                                         360          ADN1
           16046800                          84          No_PP                                         360          ADN1
           16046801                           0          No_PP                                         360          ADN1
           16046802                          60          No_PP                                         360          ADN1
           16046803                           0          No_PP                                         360          ADN1
           16046804                          60          No_PP                                         360          ADN1
           16046805                          60          No_PP                                         360          ADN1
           16046806                          60          No_PP                                         360          ADN1
           16046808                           0          No_PP                                         360          ADN1
           16046809                         120          No_PP                                         360          ADN1
           16046810                         120          No_PP                                         360          ADN1
           16046811                          60          No_PP                                         360          ADN1
           16046812                          60          No_PP                                         360          ADN1
           16046813                          60          No_PP                                         360          ADN1
           16046814                         120          No_PP                                         360          ADN1
           16046817                         120          No_PP                                         360          ADN1
           16046818                         120          No_PP                                         360          ADN1
           16046819                           0          No_PP                                         360          ADN1
           16046820                          60          No_PP                                         360          ADN1
           16046822                          60          No_PP                                         360          ADN1
           16046823                          60          No_PP                                         360          ADN1
           16046824                           0          No_PP                                         360          ADN1
           16046825                           0          No_PP                                         360          ADN1
           16046827                          60          No_PP                                         360          ADN1
           16046716                           0          No_PP                                         360          ADN1
           16046718                          36          No_PP                                         360          ADN1
           16046719                          84          No_PP                                         360          ADN1
           16046721                          60          No_PP                                         360          ADN1
           16046722                           0          No_PP                                         360          ADN1
           16046723                         120          No_PP                                         360          ADN1
           16046724                          36          No_PP                                         360          ADN1
           16046725                          60          No_PP                                         360          ADN1
           16046726                           0          No_PP                                         360          ADN1
           16046727                         120          No_PP                                         360          ADN1
           16046728                          60          No_PP                                         360          ADN1
           16046731                           0          No_PP                                         360          ADN1
           16046732                           0          No_PP                                         360          ADN1
           16046733                         120          No_PP                                         360          ADN1
           16046734                          60          No_PP                                         360          ADN1
           16046736                         120          No_PP                                         360          ADN1
           16046737                          60          No_PP                                         360          ADN1
           16046465                         120          No_PP                                         360          ADN1
           16046466                          60          No_PP                                         360          ADN1
           16046467                          60          No_PP                                         360          ADN1
           16046468                         120          No_PP                                         360          ADN1
           16046469                          60          No_PP                                         360          ADN1
           16046470                           0          No_PP                                         360          ADN1
           16046471                          60          No_PP                                         360          ADN1
           16046472                          36          No_PP                                         360          ADN1
           16046473                          36          No_PP                                         360          ADN1
           16046474                          60          No_PP                                         360          ADN1
           16046475                           0          No_PP                                         360          ADN1
           16046476                          60          No_PP                                         360          ADN1
           16046477                         120          No_PP                                         360          ADN1
           16046478                          60          No_PP                                         360          ADN1
           16046479                         120          No_PP                                         360          ADN1
           16046480                          60          No_PP                                         360          ADN1
           16046481                          60          No_PP                                         360          ADN1
           16046483                          60          No_PP                                         360          ADN1
           16046485                          60          No_PP                                         360          ADN1
           16046486                           0          No_PP                                         360          ADN1
           16046487                          84          No_PP                                         360          ADN1
           16046488                         120          No_PP                                         360          ADN1
           16046489                         120          No_PP                                         360          ADN1
           16046491                          60          No_PP                                         360          ADN1
           16046492                           0          No_PP                                         360          ADN1
           16046493                         120          No_PP                                         360          ADN1
           16046494                         120          No_PP                                         360          ADN1
           16046496                          60          No_PP                                         360          ADN1
           16046497                          60          No_PP                                         360          ADN1
           16046499                          84          No_PP                                         360          ADN1
           16046500                           0          No_PP                                         360          ADN1
           16046501                         120          No_PP                                         360          ADN1
           16046502                           0          No_PP                                         360          ADN1
           16046503                          60          No_PP                                         360          ADN1
           16046506                         120          No_PP                                         360          ADN1
           16046507                           0          No_PP                                         360          ADN1
           16046508                          60          No_PP                                         360          ADN1
           16046509                           0          No_PP                                         360          ADN1
           16046510                          36          No_PP                                         360          ADN1
           16046512                         120          No_PP                                         360          ADN1
           16046513                           0          No_PP                                         360          ADN1
           16046515                          60          No_PP                                         360          ADN1
           16046516                          36          No_PP                                         360          ADN1
           16046517                          60          No_PP                                         360          ADN1
           16046518                          60          No_PP                                         360          ADN1
           16046519                         120          No_PP                                         360          ADN1
           16046520                           0          No_PP                                         360          ADN1
           16046522                         120          No_PP                                         360          ADN1
           16046524                          60          No_PP                                         360          ADN1
           16046643                          36          No_PP                                         360          ADN1
           16046647                         120          No_PP                                         360          ADN1
           16046650                          36          No_PP                                         360          ADN1
           16046652                         120          No_PP                                         360          ADN1
           16046653                           0          No_PP                                         360          ADN1
           16046654                          60          No_PP                                         360          ADN1
           16046656                         120          No_PP                                         360          ADN1
           16046657                           0          No_PP                                         360          ADN1
           16046658                          60          No_PP                                         360          ADN1
           16046659                           0          No_PP                                         360          ADN1
           16046660                          60          No_PP                                         360          ADN1
           16046661                          60          No_PP                                         360          ADN1
           16046662                          60          No_PP                                         360          ADN1
           16046664                           0          No_PP                                         360          ADN1
           16046665                           0          No_PP                                         360          ADN1
           16046666                          60          No_PP                                         360          ADN1
           16046667                          60          No_PP                                         360          ADN1
           16046669                           0          No_PP                                         360          ADN1
           16046670                          60          No_PP                                         360          ADN1
           16046671                         120          No_PP                                         360          ADN1
           16046672                         120          No_PP                                         360          ADN1
           16046674                         120          No_PP                                         360          ADN1
           16046676                          60          No_PP                                         360          ADN1
           16046678                          60          No_PP                                         360          ADN1
           16046679                           0          No_PP                                         360          ADN1
           16046680                          60          No_PP                                         360          ADN1
           16046683                           0          No_PP                                         360          ADN1
           16046684                         120          No_PP                                         360          ADN1
           16046685                          60          No_PP                                         360          ADN1
           16046686                         120          No_PP                                         360          ADN1
           16046687                           0          No_PP                                         360          ADN1
           16046688                         120          No_PP                                         360          ADN1
           16046689                         120          No_PP                                         360          ADN1
           16046690                          60          No_PP                                         360          ADN1
           16046691                           0          No_PP                                         360          ADN1
           16046692                           0          No_PP                                         360          ADN1
           16046694                          36          No_PP                                         360          ADN1
           16046695                          60          No_PP                                         360          ADN1
           16046697                         120          No_PP                                         360          ADN1
           16046699                          60          No_PP                                         360          ADN1
           16046598                         120          No_PP                                         360          ADN1
           16046600                          60          No_PP                                         360          ADN1
           16046601                          60          No_PP                                         360          ADN1
           16046602                          60          No_PP                                         360          ADN1
           16046603                           0          No_PP                                         360          ADN1
           16046604                         120          No_PP                                         360          ADN1
           16046605                         120          No_PP                                         360          ADN1
           16046607                          60          No_PP                                         360          ADN1
           16046608                          60          No_PP                                         360          ADN1
           16046609                          60          No_PP                                         360          ADN1
           16046610                         120          No_PP                                         360          ADN1
           16046612                          36          No_PP                                         360          ADN1
           16046613                           0          No_PP                                         360          ADN1
           16046614                           0          No_PP                                         360          ADN1
           16046616                         120          No_PP                                         360          ADN1
           16046617                         120          No_PP                                         360          ADN1
           16046619                          36          No_PP                                         360          ADN1
           16046620                          60          No_PP                                         360          ADN1
           16046621                          60          No_PP                                         360          ADN1
           16046622                          60          No_PP                                         360          ADN1
           16046623                           0          No_PP                                         360          ADN1
           16046624                           0          No_PP                                         360          ADN1
           16046625                         120          No_PP                                         360          ADN1
           16046626                          36          No_PP                                         360          ADN1
           16046627                           0          No_PP                                         360          ADN1
           16046628                          60          No_PP                                         360          ADN1
           16046629                          60          No_PP                                         360          ADN1
           16046630                          60          No_PP                                         360          ADN1
           16046631                           0          No_PP                                         360          ADN1
           16046632                           0          No_PP                                         360          ADN1
           16046634                          60          No_PP                                         360          ADN1
           16046635                           0          No_PP                                         360          ADN1
           16046637                         120          No_PP                                         360          ADN1
           16046638                           0          No_PP                                         360          ADN1
           16046639                          60          No_PP                                         360          ADN1
           16046640                         120          No_PP                                         360          ADN1
           16046641                           0          No_PP                                         360          ADN1
           16046642                          60          No_PP                                         360          ADN1
           16046525                           0          No_PP                                         360          ADN1
           16046526                           0          No_PP                                         360          ADN1
           16046527                           0          No_PP                                         360          ADN1
           16046528                           0          No_PP                                         360          ADN1
           16046529                          36          No_PP                                         360          ADN1
           16046530                          60          No_PP                                         360          ADN1
           16046531                           0          No_PP                                         360          ADN1
           16046532                           0          No_PP                                         360          ADN1
           16046533                           0          No_PP                                         360          ADN1
           16046534                          36          No_PP                                         360          ADN1
           16046535                           0          No_PP                                         360          ADN1
           16046536                         120          No_PP                                         360          ADN1
           16046537                           0          No_PP                                         360          ADN1
           16046538                          36          No_PP                                         360          ADN1
           16046540                         120          No_PP                                         360          ADN1
           16046542                          60          No_PP                                         360          ADN1
           16046543                         120          No_PP                                         360          ADN1
           16046544                           0          No_PP                                         360          ADN1
           16046545                         120          No_PP                                         360          ADN1
           16046547                         120          No_PP                                         360          ADN1
           16046548                           0          No_PP                                         360          ADN1
           16046549                          60          No_PP                                         360          ADN1
           16046551                         120          No_PP                                         360          ADN1
           16046553                          60          No_PP                                         360          ADN1
           16046555                           0          No_PP                                         360          ADN1
           16046557                          60          No_PP                                         360          ADN1
           16046558                          60          No_PP                                         360          ADN1
           16046559                          60          No_PP                                         360          ADN1
           16046560                           0          No_PP                                         360          ADN1
           16046561                          36          No_PP                                         360          ADN1
           16046563                         120          No_PP                                         360          ADN1
           16046564                          60          No_PP                                         360          ADN1
           16046565                          60          No_PP                                         360          ADN1
           16046566                          60          No_PP                                         360          ADN1
           16046567                         120          No_PP                                         360          ADN1
           16046568                          60          No_PP                                         360          ADN1
           16046572                           0          No_PP                                         360          ADN1
           16046573                          36          No_PP                                         360          ADN1
           16046574                         120          No_PP                                         360          ADN1
           16046575                          84          No_PP                                         360          ADN1
           16046576                           0          No_PP                                         360          ADN1
           16046578                          36          No_PP                                         360          ADN1
           16046580                          60          No_PP                                         360          ADN1
           16046581                          60          No_PP                                         360          ADN1
           16046582                          60          No_PP                                         360          ADN1
           16046583                          60          No_PP                                         360          ADN1
           16046584                          84          No_PP                                         360          ADN1
           16046585                         120          No_PP                                         360          ADN1
           16046588                           0          No_PP                                         360          ADN1
           16046591                          60          No_PP                                         360          ADN1
           16046592                         120          No_PP                                         360          ADN1
           16046593                           0          No_PP                                         360          ADN1
           16046594                          60          No_PP                                         360          ADN1
           16046595                         120          No_PP                                         360          ADN1
           16046596                          60          No_PP                                         360          ADN1
           16127503                           0          No_PP                                         360          ADN1
           16127504                           0          No_PP                                         360          ADN1
           16127506                           0          No_PP                                         360          ADN1
           16127507                           0          No_PP                                         360          ADN1
           16127508                           0          No_PP                                         360          ADN1
           16127509                           0          No_PP                                         360          ADN1
           16127510                           0          No_PP                                         360          ADN1
           16127511                          84          No_PP                                         360          ADN1
           16127512                           0          No_PP                                         360          ADN1
           16127513                           0          No_PP                                         360          ADN1
           16127514                          60          No_PP                                         360          ADN1
           16127515                           0          No_PP                                         360          ADN1
           16127516                           0          No_PP                                         360          ADN1
           16127517                           0          No_PP                                         360          ADN1
           16127518                           0          No_PP                                         360          ADN1
           16127519                           0          No_PP                                         360          ADN1
           16127520                          60          No_PP                                         360          ADN1
           16127521                          60          No_PP                                         360          ADN1
           16127522                          60          No_PP                                         360          ADN1
           16127523                           0          No_PP                                         360          ADN1
           16127524                           0          No_PP                                         360          ADN1
           16127525                           0          No_PP                                         360          ADN1
           16127526                           0          No_PP                                         360          ADN1
           16127527                          60          No_PP                                         360          ADN1
           16127528                           0          No_PP                                         360          ADN1
           16127529                          60          No_PP                                         360          ADN1
           16127530                           0          No_PP                                         360          ADN1
           16127532                          60          No_PP                                         360          ADN1
           16127533                           0          No_PP                                         360          ADN1
           16127534                           0          No_PP                                         360          ADN1
           16127547                           0          No_PP                                         360          ADN1
           16127548                           0          No_PP                                         360          ADN1
           16127550                           0          No_PP                                         360          ADN1
           16127551                           0          No_PP                                         360          ADN1
           16127552                           0          No_PP                                         360          ADN1
           16127553                           0          No_PP                                         360          ADN1
           16127554                           0          No_PP                                         360          ADN1
           16127555                          60          No_PP                                         360          ADN1
           16127556                           0          No_PP                                         360          ADN1
           16127557                           0          No_PP                                         360          ADN1
           16127558                           0          No_PP                                         360          ADN1
           16127559                           0          No_PP                                         360          ADN1
           16127560                           0          No_PP                                         360          ADN1
           16127561                           0          No_PP                                         360          ADN1
           16127562                           0          No_PP                                         360          ADN1
           16127563                           0          No_PP                                         360          ADN1
           16127565                           0          No_PP                                         360          ADN1
           16127566                           0          No_PP                                         360          ADN1
           16127567                          84          No_PP                                         360          ADN1
           16127568                           0          No_PP                                         360          ADN1
           16127569                           0          No_PP                                         360          ADN1
           16127570                           0          No_PP                                         360          ADN1
           16127571                           0          No_PP                                         360          ADN1
           16127572                           0          No_PP                                         360          ADN1
           16127573                           0          No_PP                                         360          ADN1
           16127574                           0          No_PP                                         360          ADN1
           16127575                           0          No_PP                                         360          ADN1
           16127576                           0          No_PP                                         360          ADN1
           16127577                          60          No_PP                                         360          ADN1
           16127578                         120          No_PP                                         360          ADN1
           16127541                           0          No_PP                                         360          ADN1
           16127542                          60          No_PP                                         360          ADN1
           16127543                          84          No_PP                                         360          ADN1
           16127544                           0          No_PP                                         360          ADN1
           16127545                           0          No_PP                                         360          ADN1
           16127546                           0          No_PP                                         360          ADN1
           16127535                           0          No_PP                                         360          ADN1
           16127536                         120          No_PP                                         360          ADN1
           16127537                           0          No_PP                                         360          ADN1
           16127538                           0          No_PP                                         360          ADN1
           16127539                           0          No_PP                                         360          ADN1
           16127540                           0          No_PP                                         360          ADN1
           16127499                           0          No_PP                                         360          ADN1
           16127500                           0          No_PP                                         120          ADN1
           16127501                           0          No_PP                                         360          ADN1
           16127502                           0          No_PP                                         360          ADN1
           16048088                          36          No_PP                                         360          ADN1
           16047971                           0          No_PP                                         360          ADN1
           16047977                           0          No_PP                                         360          ADN1
           16047989                          36          No_PP                                         360          ADN1
           16047990                           0          No_PP                                         360          ADN1
           16047991                          36          No_PP                                         360          ADN1
           16047992                           0          No_PP                                         360          ADN1
           16047994                          36          Prepay                                        360          ADN1
           16048002                          36          No_PP                                         360          ADN1
           16048004                          36          No_PP                                         360          ADN1
           16048006                          36          No_PP                                         360          ADN1
           16048008                          36          No_PP                                         360          ADN1
           16048012                           0          No_PP                                         360          ADN1
           16048014                          36          No_PP                                         360          ADN1
           16048015                          36          No_PP                                         360          ADN1
           16048018                          36          No_PP                                         360          ADN1
           16048019                          36          No_PP                                         360          ADN1
           16048020                           0          No_PP                                         360          ADN1
           16048021                          36          No_PP                                         360          ADN1
           16048024                          36          No_PP                                         360          ADN1
           16048033                          36          No_PP                                         360          ADN1
           16048037                          36          Prepay                                        360          ADN1
           16048045                          36          No_PP                                         360          ADN1
           16048046                          36          No_PP                                         360          ADN1
           16048048                          36          No_PP                                         360          ADN1
           16048049                           0          No_PP                                         360          ADN1
           16048050                          36          No_PP                                         360          ADN1
           16048068                          36          No_PP                                         360          ADN1
           16048082                          36          No_PP                                         360          ADN1
           16047965                          60          Prepay                                        360          ADN1
           16047967                           0          No_PP                                         360          ADN1
           16047968                          60          No_PP                                         360          ADN1
           16047970                          60          No_PP                                         360          ADN1
           16047972                          60          No_PP                                         360          ADN1
           16047973                          60          Prepay                                        360          ADN1
           16047976                          60          No_PP                                         360          ADN1
           16047978                           0          No_PP                                         360          ADN1
           16047980                          60          Prepay                                        360          ADN1
           16047983                          60          No_PP                                         360          ADN1
           16047984                          60          Prepay                                        360          ADN1
           16047985                          60          No_PP                                         360          ADN1
           16047987                          60          No_PP                                         360          ADN1
           16047988                          60          No_PP                                         360          ADN1
           16047993                          60          No_PP                                         360          ADN1
           16047995                          60          No_PP                                         360          ADN1
           16047996                           0          No_PP                                         360          ADN1
           16047997                          60          No_PP                                         360          ADN1
           16047998                           0          No_PP                                         360          ADN1
           16047999                          60          No_PP                                         360          ADN1
           16048000                          60          No_PP                                         360          ADN1
           16048001                          60          No_PP                                         360          ADN1
           16048003                          60          No_PP                                         360          ADN1
           16048005                          60          No_PP                                         360          ADN1
           16048007                          60          No_PP                                         360          ADN1
           16048009                          60          No_PP                                         360          ADN1
           16048010                          60          Prepay                                        360          ADN1
           16048011                          60          No_PP                                         360          ADN1
           16048013                          60          No_PP                                         360          ADN1
           16048016                          60          No_PP                                         360          ADN1
           16048017                          60          Prepay                                        360          ADN1
           16048022                          60          No_PP                                         360          ADN1
           16048023                           0          No_PP                                         360          ADN1
           16048025                          60          No_PP                                         360          ADN1
           16048027                          60          No_PP                                         360          ADN1
           16048028                           0          No_PP                                         360          ADN1
           16048029                          60          No_PP                                         360          ADN1
           16048030                           0          No_PP                                         360          ADN1
           16048031                          60          Prepay                                        360          ADN1
           16048032                          60          Prepay                                        360          ADN1
           16048034                          60          No_PP                                         360          ADN1
           16048035                           0          No_PP                                         360          ADN1
           16048036                          60          No_PP                                         360          ADN1
           16048039                          60          No_PP                                         360          ADN1
           16048040                          60          No_PP                                         360          ADN1
           16048041                          60          No_PP                                         360          ADN1
           16048042                          60          Prepay                                        360          ADN1
           16048043                           0          No_PP                                         360          ADN1
           16048044                           0          No_PP                                         360          ADN1
           16048047                          60          No_PP                                         360          ADN1
           16048051                          60          No_PP                                         360          ADN1
           16048052                          60          No_PP                                         360          ADN1
           16048053                          60          No_PP                                         360          ADN1
           16048054                          60          No_PP                                         360          ADN1
           16048055                          60          Prepay                                        360          ADN1
           16048057                          60          No_PP                                         360          ADN1
           16048058                          60          No_PP                                         360          ADN1
           16048059                          60          No_PP                                         360          ADN1
           16048060                          60          No_PP                                         360          ADN1
           16048061                          60          No_PP                                         360          ADN1
           16048063                          60          No_PP                                         360          ADN1
           16048064                           0          No_PP                                         360          ADN1
           16048066                          60          No_PP                                         360          ADN1
           16048067                          60          No_PP                                         360          ADN1
           16048070                          60          No_PP                                         360          ADN1
           16048071                          60          No_PP                                         360          ADN1
           16048072                          60          Prepay                                        360          ADN1
           16048073                          60          No_PP                                         360          ADN1
           16048074                          60          No_PP                                         360          ADN1
           16048075                          60          No_PP                                         360          ADN1
           16048076                          60          No_PP                                         360          ADN1
           16048077                          60          No_PP                                         360          ADN1
           16048078                          60          No_PP                                         360          ADN1
           16048079                          60          No_PP                                         360          ADN1
           16048080                          60          No_PP                                         360          ADN1
           16048081                          60          No_PP                                         360          ADN1
           16048083                          60          Prepay                                        360          ADN1
           16048084                           0          No_PP                                         360          ADN1
           16048086                           0          Prepay                                        360          ADN1
           16048087                          60          No_PP                                         360          ADN1
           16166797                          36          No_PP                                         360          ADN1
           16166649                           0          No_PP                                         360          ADN1
           16166730                          36          No_PP                                         360          ADN1
           16166615                          36          Prepay                                        360          ADN1
           16166582                          36          Prepay                                        360          ADN1
           16166471                          36          No_PP                                         360          ADN1
           16166475                          36          No_PP                                         360          ADN1
           16166437                          36          Prepay                                        360          ADN1
           16166450                          36          Prepay                                        360          ADN1
           16166320                          36          No_PP                                         360          ADN1
           16166337                          36          Prepay                                        360          ADN1
           16166347                           0          No_PP                                         360          ADN1
           16166275                          36          Prepay                                        360          ADN1
           16166095                          36          No_PP                                         360          ADN1
           16166097                          36          No_PP                                         360          ADN1
           16166101                           0          No_PP                                         360          ADN1
           16166119                           0          No_PP                                         360          ADN1
           16166120                          36          No_PP                                         360          ADN1
           16166134                          36          No_PP                                         360          ADN1
           16166140                          36          No_PP                                         360          ADN1
           16166146                          36          No_PP                                         360          ADN1
           16166150                          36          No_PP                                         360          ADN1
           16166158                           0          No_PP                                         360          ADN1
           16166162                           0          No_PP                                         360          ADN1
           16166165                          36          No_PP                                         360          ADN1
           16166190                           0          No_PP                                         360          ADN1
           16166191                          36          No_PP                                         360          ADN1
           16166192                           0          No_PP                                         360          ADN1
           16166250                          36          No_PP                                         360          ADN1
           16166072                          36          Prepay                                        360          ADN1
           16166081                           0          Prepay                                        360          ADN1
           16166088                          36          No_PP                                         360          ADN1
           16166094                           0          No_PP                                         360          ADN1
           16166794                          60          No_PP                                         360          ADN1
           16166798                          60          No_PP                                         360          ADN1
           16166747                          60          No_PP                                         360          ADN1
           16166751                          60          No_PP                                         360          ADN1
           16166754                          60          Prepay                                        360          ADN1
           16166759                           0          No_PP                                         360          ADN1
           16166763                          60          No_PP                                         360          ADN1
           16166766                          60          No_PP                                         360          ADN1
           16166768                          60          No_PP                                         360          ADN1
           16166769                          60          Prepay                                        360          ADN1
           16166771                          60          No_PP                                         360          ADN1
           16166734                          60          Prepay                                        360          ADN1
           16166735                          60          No_PP                                         360          ADN1
           16166736                          60          No_PP                                         360          ADN1
           16166738                          60          No_PP                                         360          ADN1
           16166631                           0          Prepay                                        360          ADN1
           16166632                          60          No_PP                                         360          ADN1
           16166635                          60          No_PP                                         360          ADN1
           16166642                          60          No_PP                                         360          ADN1
           16166644                          60          No_PP                                         360          ADN1
           16166653                           0          No_PP                                         360          ADN1
           16166657                          60          Prepay                                        360          ADN1
           16166662                           0          No_PP                                         360          ADN1
           16166665                          60          No_PP                                         360          ADN1
           16166667                          60          No_PP                                         360          ADN1
           16166680                           0          No_PP                                         360          ADN1
           16166693                          60          Prepay                                        360          ADN1
           16166694                          60          No_PP                                         360          ADN1
           16166696                          60          No_PP                                         360          ADN1
           16166701                          60          No_PP                                         360          ADN1
           16166703                          60          No_PP                                         360          ADN1
           16166705                          60          No_PP                                         360          ADN1
           16166713                          60          No_PP                                         360          ADN1
           16166715                          60          No_PP                                         360          ADN1
           16166719                          60          No_PP                                         360          ADN1
           16166722                           0          Prepay                                        360          ADN1
           16166584                           0          No_PP                                         360          ADN1
           16166587                          60          No_PP                                         360          ADN1
           16166589                          60          No_PP                                         360          ADN1
           16166590                          60          No_PP                                         360          ADN1
           16166596                          60          No_PP                                         360          ADN1
           16166598                          60          No_PP                                         360          ADN1
           16166602                         120          No_PP                                         360          ADN1
           16166604                          60          No_PP                                         360          ADN1
           16166605                          60          No_PP                                         360          ADN1
           16166606                          60          No_PP                                         360          ADN1
           16166609                          60          Prepay                                        360          ADN1
           16166611                          60          No_PP                                         360          ADN1
           16166574                         120          No_PP                                         360          ADN1
           16166578                          60          No_PP                                         360          ADN1
           16166456                          60          No_PP                                         360          ADN1
           16166472                          60          No_PP                                         360          ADN1
           16166473                          60          No_PP                                         360          ADN1
           16166476                          60          No_PP                                         360          ADN1
           16166479                          60          No_PP                                         360          ADN1
           16166481                          60          No_PP                                         360          ADN1
           16166482                          60          No_PP                                         360          ADN1
           16166483                          60          Prepay                                        360          ADN1
           16166493                          60          Prepay                                        360          ADN1
           16166497                         120          No_PP                                         360          ADN1
           16166498                          60          No_PP                                         360          ADN1
           16166500                           0          No_PP                                         360          ADN1
           16166501                          60          No_PP                                         360          ADN1
           16166504                          60          No_PP                                         360          ADN1
           16166505                         120          No_PP                                         360          ADN1
           16166510                          60          No_PP                                         360          ADN1
           16166527                          60          No_PP                                         360          ADN1
           16166528                          60          No_PP                                         360          ADN1
           16166531                         120          No_PP                                         360          ADN1
           16166534                          60          Prepay                                        360          ADN1
           16166535                          60          No_PP                                         360          ADN1
           16166536                          60          No_PP                                         360          ADN1
           16166542                          60          No_PP                                         360          ADN1
           16166554                          60          No_PP                                         360          ADN1
           16166555                          60          No_PP                                         360          ADN1
           16166556                          60          No_PP                                         360          ADN1
           16166563                         120          Prepay                                        360          ADN1
           16166570                           0          No_PP                                         360          ADN1
           16166413                          60          No_PP                                         360          ADN1
           16166414                          60          No_PP                                         360          ADN1
           16166415                          60          No_PP                                         360          ADN1
           16166416                          60          No_PP                                         360          ADN1
           16166423                          60          Prepay                                        360          ADN1
           16166424                          60          No_PP                                         360          ADN1
           16166438                          60          Prepay                                        360          ADN1
           16166440                           0          No_PP                                         360          ADN1
           16166329                          60          No_PP                                         360          ADN1
           16166345                          60          No_PP                                         360          ADN1
           16166350                          60          No_PP                                         360          ADN1
           16166354                          60          No_PP                                         360          ADN1
           16166355                          60          Prepay                                        360          ADN1
           16166356                           0          No_PP                                         360          ADN1
           16166362                           0          Prepay                                        360          ADN1
           16166363                          60          No_PP                                         360          ADN1
           16166369                          60          Prepay                                        360          ADN1
           16166370                          60          No_PP                                         360          ADN1
           16166371                          60          No_PP                                         360          ADN1
           16166373                          60          No_PP                                         360          ADN1
           16166376                          60          No_PP                                         360          ADN1
           16166401                          60          No_PP                                         360          ADN1
           16166402                          60          No_PP                                         360          ADN1
           16166405                           0          No_PP                                         360          ADN1
           16166408                          60          No_PP                                         360          ADN1
           16166409                           0          Prepay                                        360          ADN1
           16166410                          60          No_PP                                         360          ADN1
           16166412                          60          Prepay                                        360          ADN1
           16166284                           0          Prepay                                        360          ADN1
           16166287                          60          No_PP                                         360          ADN1
           16166292                          60          No_PP                                         360          ADN1
           16166293                           0          No_PP                                         360          ADN1
           16166294                          60          No_PP                                         360          ADN1
           16166300                          60          Prepay                                        360          ADN1
           16166302                          60          Prepay                                        360          ADN1
           16166316                          60          Prepay                                        360          ADN1
           16166096                          60          No_PP                                         360          ADN1
           16166099                          60          No_PP                                         360          ADN1
           16166103                          60          No_PP                                         360          ADN1
           16166105                          60          No_PP                                         360          ADN1
           16166111                          60          No_PP                                         360          ADN1
           16166114                          60          Prepay                                        360          ADN1
           16166117                          60          No_PP                                         360          ADN1
           16166131                          60          No_PP                                         360          ADN1
           16166132                           0          No_PP                                         360          ADN1
           16166133                          60          No_PP                                         360          ADN1
           16166139                          60          No_PP                                         360          ADN1
           16166144                          60          No_PP                                         360          ADN1
           16166171                          60          No_PP                                         360          ADN1
           16166172                          60          Prepay                                        360          ADN1
           16166173                          60          No_PP                                         360          ADN1
           16166174                          60          No_PP                                         360          ADN1
           16166181                          60          No_PP                                         360          ADN1
           16166184                           0          No_PP                                         360          ADN1
           16166186                           0          No_PP                                         360          ADN1
           16166195                          60          No_PP                                         360          ADN1
           16166196                          60          No_PP                                         360          ADN1
           16166205                          60          No_PP                                         360          ADN1
           16166210                          60          No_PP                                         360          ADN1
           16166211                          60          No_PP                                         360          ADN1
           16166212                          60          No_PP                                         360          ADN1
           16166214                          60          No_PP                                         360          ADN1
           16166215                          60          No_PP                                         360          ADN1
           16166219                          60          No_PP                                         360          ADN1
           16166222                          60          No_PP                                         360          ADN1
           16166229                          60          No_PP                                         360          ADN1
           16166230                          60          No_PP                                         360          ADN1
           16166239                           0          No_PP                                         360          ADN1
           16166243                          60          No_PP                                         360          ADN1
           16166244                          60          No_PP                                         360          ADN1
           16166258                          60          Prepay                                        360          ADN1
           16166261                          60          No_PP                                         360          ADN1
           16166262                           0          No_PP                                         360          ADN1
           16166264                          60          No_PP                                         360          ADN1
           16166265                           0          No_PP                                         360          ADN1
           16166070                          60          No_PP                                         360          ADN1
           16166071                           0          No_PP                                         360          ADN1
           16166073                          60          No_PP                                         360          ADN1
           16166077                          60          No_PP                                         360          ADN1
           16166079                          60          No_PP                                         360          ADN1
           16166085                          60          Prepay                                        360          ADN1
           16166087                          60          Prepay                                        360          ADN1
           16166093                          60          No_PP                                         360          ADN1
           16184179                          84          No_PP                                         360          ADN1
           16184180                          84          No_PP                                         360          ADN1
           16184181                          84          No_PP                                         360          ADN1
           16184183                          84          No_PP                                         360          ADN1
           16184184                          84          No_PP                                         360          ADN1
           16184185                          84          No_PP                                         360          ADN1
           16184186                           0          No_PP                                         360          ADN1
           16184187                          84          No_PP                                         360          ADN1
           16184188                          84          No_PP                                         360          ADN1
           16184189                           0          No_PP                                         360          ADN1
           16184191                         120          Prepay                                        360          ADN1
           16184193                          84          Prepay                                        360          ADN1
           16184195                          84          No_PP                                         360          ADN1
           16184196                          84          No_PP                                         360          ADN1
           16184198                          84          No_PP                                         360          ADN1
           16184199                          84          No_PP                                         360          ADN1
           16184200                          84          No_PP                                         360          ADN1
           16184202                          84          No_PP                                         360          ADN1
           16184203                          84          No_PP                                         360          ADN1
           16184204                          84          No_PP                                         360          ADN1
           16184205                          84          No_PP                                         360          ADN1
           16184209                           0          Prepay                                        360          ADN1
           16184212                          84          No_PP                                         360          ADN1
           16184214                           0          No_PP                                         360          ADN1
           16184217                           0          No_PP                                         360          ADN1
           16184218                          84          No_PP                                         360          ADN1
           16184219                          84          No_PP                                         360          ADN1
           16184220                          84          Prepay                                        360          ADN1
           16184221                          84          No_PP                                         360          ADN1
           16184223                          84          Prepay                                        360          ADN1
           16184224                          84          Prepay                                        360          ADN1
           16184225                          84          No_PP                                         360          ADN1
           16184226                          84          No_PP                                         360          ADN1
           16184227                          84          No_PP                                         360          ADN1
           16184228                           0          No_PP                                         360          ADN1
           16184229                          84          No_PP                                         360          ADN1
           16184230                           0          Prepay                                        360          ADN1
           16184232                          84          No_PP                                         360          ADN1
           16184234                          84          No_PP                                         360          ADN1
           16184236                          84          No_PP                                         360          ADN1
           16184239                          84          No_PP                                         360          ADN1
           16184241                          84          Prepay                                        360          ADN1
           16184245                          84          No_PP                                         360          ADN1
           16184257                          84          No_PP                                         360          ADN1
           16184259                         120          No_PP                                         360          ADN1
           16184262                           0          No_PP                                         360          ADN1
           16184265                          84          Prepay                                        360          ADN1
           16184266                          84          No_PP                                         360          ADN1
           16184268                         120          No_PP                                         360          ADN1
           16184176                           0          No_PP                                         360          ADN1
           16184177                           0          No_PP                                         360          ADN1
           16166799                          84          No_PP                                         360          ADN1
           16166800                          84          No_PP                                         360          ADN1
           16166802                          84          No_PP                                         360          ADN1
           16166756                          84          Prepay                                        360          ADN1
           16166760                          84          Prepay                                        360          ADN1
           16166764                          84          No_PP                                         360          ADN1
           16166785                           0          No_PP                                         360          ADN1
           16166739                           0          No_PP                                         360          ADN1
           16166620                          84          Prepay                                        360          ADN1
           16166624                          84          Prepay                                        360          ADN1
           16166626                          84          No_PP                                         360          ADN1
           16166646                           0          No_PP                                         360          ADN1
           16166673                           0          No_PP                                         360          ADN1
           16166674                          84          No_PP                                         360          ADN1
           16166675                          84          No_PP                                         360          ADN1
           16166687                          84          No_PP                                         360          ADN1
           16166731                          84          No_PP                                         360          ADN1
           16166594                          84          No_PP                                         360          ADN1
           16166599                          84          No_PP                                         360          ADN1
           16166600                          84          Prepay                                        360          ADN1
           16166573                         120          No_PP                                         360          ADN1
           16166581                           0          Prepay                                        360          ADN1
           16166453                           0          Prepay                                        360          ADN1
           16166465                           0          Prepay                                        360          ADN1
           16166466                          84          No_PP                                         360          ADN1
           16166468                          84          No_PP                                         360          ADN1
           16166484                          84          Prepay                                        360          ADN1
           16166485                           0          No_PP                                         360          ADN1
           16166487                          84          Prepay                                        360          ADN1
           16166489                          84          Prepay                                        360          ADN1
           16166490                          84          Prepay                                        360          ADN1
           16166496                          84          Prepay                                        360          ADN1
           16166506                         120          No_PP                                         360          ADN1
           16166507                         120          No_PP                                         360          ADN1
           16166512                          84          Prepay                                        360          ADN1
           16166517                          84          No_PP                                         360          ADN1
           16166529                          84          No_PP                                         360          ADN1
           16166537                           0          No_PP                                         360          ADN1
           16166558                         120          No_PP                                         360          ADN1
           16166559                         120          Prepay                                        360          ADN1
           16166564                           0          No_PP                                         360          ADN1
           16166420                          84          No_PP                                         360          ADN1
           16166427                         120          No_PP                                         360          ADN1
           16166429                          84          No_PP                                         360          ADN1
           16166432                          84          No_PP                                         360          ADN1
           16166434                          84          Prepay                                        360          ADN1
           16166446                          84          No_PP                                         360          ADN1
           16166448                           0          No_PP                                         360          ADN1
           16166452                          84          No_PP                                         360          ADN1
           16166324                          84          No_PP                                         360          ADN1
           16166330                          84          No_PP                                         360          ADN1
           16166332                          84          Prepay                                        360          ADN1
           16166333                          84          No_PP                                         360          ADN1
           16166342                          84          Prepay                                        360          ADN1
           16166346                          84          Prepay                                        360          ADN1
           16166348                          84          No_PP                                         360          ADN1
           16166351                          84          No_PP                                         360          ADN1
           16166352                           0          No_PP                                         360          ADN1
           16166358                          84          No_PP                                         360          ADN1
           16166360                          84          No_PP                                         360          ADN1
           16166368                          84          Prepay                                        360          ADN1
           16166374                           0          Prepay                                        360          ADN1
           16166375                          84          Prepay                                        360          ADN1
           16166381                          84          Prepay                                        360          ADN1
           16166383                          84          No_PP                                         360          ADN1
           16166391                          84          No_PP                                         360          ADN1
           16166393                         120          No_PP                                         360          ADN1
           16166399                          84          No_PP                                         360          ADN1
           16166271                         120          No_PP                                         360          ADN1
           16166272                          84          No_PP                                         360          ADN1
           16166274                          84          No_PP                                         360          ADN1
           16166278                          84          Prepay                                        360          ADN1
           16166281                           0          No_PP                                         360          ADN1
           16166288                          84          No_PP                                         360          ADN1
           16166304                          84          No_PP                                         360          ADN1
           16166305                          84          No_PP                                         360          ADN1
           16166306                          84          Prepay                                        360          ADN1
           16166308                           0          No_PP                                         360          ADN1
           16166311                          84          No_PP                                         360          ADN1
           16166317                         120          Prepay                                        360          ADN1
           16166100                          84          No_PP                                         360          ADN1
           16166109                          84          No_PP                                         360          ADN1
           16166118                          84          No_PP                                         360          ADN1
           16166123                          84          No_PP                                         360          ADN1
           16166126                          84          No_PP                                         360          ADN1
           16166129                          84          No_PP                                         360          ADN1
           16166137                          84          No_PP                                         360          ADN1
           16166141                          84          No_PP                                         360          ADN1
           16166157                          84          No_PP                                         360          ADN1
           16166166                          84          Prepay                                        360          ADN1
           16166177                          84          No_PP                                         360          ADN1
           16166180                          84          No_PP                                         360          ADN1
           16166182                          84          No_PP                                         360          ADN1
           16166185                          84          No_PP                                         360          ADN1
           16166187                          84          No_PP                                         360          ADN1
           16166193                           0          No_PP                                         360          ADN1
           16166198                          84          No_PP                                         360          ADN1
           16166199                          84          No_PP                                         360          ADN1
           16166221                          84          No_PP                                         360          ADN1
           16166224                          84          No_PP                                         360          ADN1
           16166227                          84          No_PP                                         360          ADN1
           16166233                          84          No_PP                                         360          ADN1
           16166236                           0          No_PP                                         360          ADN1
           16166251                          84          No_PP                                         360          ADN1
           16166254                          84          No_PP                                         360          ADN1
           16166263                          84          No_PP                                         360          ADN1
           16166266                          84          No_PP                                         360          ADN1
           16166078                          84          No_PP                                         360          ADN1
           16166082                          84          No_PP                                         360          ADN1
           16166089                          84          Prepay                                        360          ADN1
           16177241                          60          No_PP                                         360          ADN1
           16177242                          60          No_PP                                         360          ADN1
           16177243                          60          No_PP                                         360          ADN1
           16177244                          60          Prepay                                        360          ADN1
           16177245                           0          No_PP                                         360          ADN1
           16177220                           0          No_PP                                         360          ADN1
           16177221                          60          Prepay                                        360          ADN1
           16177222                         120          Prepay                                        360          ADN1
           16177223                          60          No_PP                                         360          ADN1
           16177224                          60          No_PP                                         360          ADN1
           16177225                          60          No_PP                                         360          ADN1
           16177226                          60          No_PP                                         360          ADN1
           16177227                          60          No_PP                                         360          ADN1
           16177228                          60          No_PP                                         360          ADN1
           16177229                          60          No_PP                                         360          ADN1
           16177230                          60          Prepay                                        360          ADN1
           16177231                          60          Prepay                                        360          ADN1
           16177232                          60          Prepay                                        360          ADN1
           16177233                          60          No_PP                                         360          ADN1
           16177234                          60          Prepay                                        360          ADN1
           16177235                         120          Prepay                                        360          ADN1
           16177236                         120          Prepay                                        360          ADN1
           16177237                          60          No_PP                                         360          ADN1
           16177238                          60          No_PP                                         360          ADN1
           16177239                           0          No_PP                                         360          ADN1
           16177240                          60          No_PP                                         360          ADN1
           16177210                          60          No_PP                                         360          ADN1
           16177211                          60          No_PP                                         360          ADN1
           16177212                          60          No_PP                                         360          ADN1
           16177213                           0          No_PP                                         360          ADN1
           16177214                          60          Prepay                                        360          ADN1
           16177215                          60          No_PP                                         360          ADN1
           16177216                          60          No_PP                                         360          ADN1
           16177217                           0          No_PP                                         360          ADN1
           16177218                          60          No_PP                                         360          ADN1
           16177219                          60          No_PP                                         360          ADN1
           16177170                          60          No_PP                                         360          ADN1
           16177171                          60          No_PP                                         360          ADN1
           16177172                          60          No_PP                                         360          ADN1
           16177173                          60          No_PP                                         360          ADN1
           16177174                          60          No_PP                                         360          ADN1
           16177175                           0          No_PP                                         360          ADN1
           16177176                          60          Prepay                                        360          ADN1
           16177177                          60          Prepay                                        360          ADN1
           16177178                           0          No_PP                                         360          ADN1
           16177179                          60          No_PP                                         360          ADN1
           16177180                          60          Prepay                                        360          ADN1
           16177181                         120          Prepay                                        360          ADN1
           16177182                           0          No_PP                                         360          ADN1
           16177183                          60          Prepay                                        360          ADN1
           16177184                           0          Prepay                                        360          ADN1
           16177185                           0          Prepay                                        360          ADN1
           16177186                          60          No_PP                                         360          ADN1
           16177187                         120          No_PP                                         360          ADN1
           16177188                         120          Prepay                                        360          ADN1
           16177189                         120          No_PP                                         360          ADN1
           16177190                          60          Prepay                                        360          ADN1
           16177191                          60          No_PP                                         360          ADN1
           16177192                          60          No_PP                                         360          ADN1
           16177193                          60          No_PP                                         360          ADN1
           16177194                          60          Prepay                                        360          ADN1
           16177195                          60          No_PP                                         360          ADN1
           16177196                           0          Prepay                                        360          ADN1
           16177197                          60          No_PP                                         360          ADN1
           16177198                          60          No_PP                                         360          ADN1
           16177199                          60          No_PP                                         360          ADN1
           16177165                          60          Prepay                                        360          ADN1
           16177166                          60          No_PP                                         360          ADN1
           16177167                          60          No_PP                                         360          ADN1
           16177168                          60          No_PP                                         360          ADN1
           16177169                          60          No_PP                                         360          ADN1
           16177113                          60          No_PP                                         360          ADN1
           16177114                          60          No_PP                                         360          ADN1
           16177115                          60          No_PP                                         360          ADN1
           16177116                           0          No_PP                                         360          ADN1
           16177117                          60          No_PP                                         360          ADN1
           16177118                          60          No_PP                                         360          ADN1
           16177119                          60          No_PP                                         360          ADN1
           16177120                          60          No_PP                                         360          ADN1
           16177121                          60          No_PP                                         360          ADN1
           16177122                          60          No_PP                                         360          ADN1
           16177123                          60          No_PP                                         360          ADN1
           16177124                          60          No_PP                                         360          ADN1
           16177125                          60          No_PP                                         360          ADN1
           16177126                          60          No_PP                                         360          ADN1
           16177127                          60          No_PP                                         360          ADN1
           16177128                          60          No_PP                                         360          ADN1
           16177129                          60          No_PP                                         360          ADN1
           16177130                          60          No_PP                                         360          ADN1
           16177131                          60          No_PP                                         360          ADN1
           16177132                          60          No_PP                                         360          ADN1
           16177133                          60          No_PP                                         360          ADN1
           16177134                           0          No_PP                                         360          ADN1
           16177135                          60          No_PP                                         360          ADN1
           16177136                          60          No_PP                                         360          ADN1
           16177137                          60          Prepay                                        360          ADN1
           16177138                          60          No_PP                                         360          ADN1
           16177139                          60          No_PP                                         360          ADN1
           16177140                          60          No_PP                                         360          ADN1
           16177141                           0          No_PP                                         360          ADN1
           16177142                          60          No_PP                                         360          ADN1
           16177143                           0          No_PP                                         360          ADN1
           16177144                          60          No_PP                                         360          ADN1
           16177145                          60          No_PP                                         360          ADN1
           16177146                          60          Prepay                                        360          ADN1
           16177147                          60          No_PP                                         360          ADN1
           16177148                           0          No_PP                                         360          ADN1
           16177110                          60          No_PP                                         360          ADN1
           16177111                          60          Prepay                                        360          ADN1
           16177112                          60          No_PP                                         360          ADN1
           16177149                          60          No_PP                                         360          ADN1
           16177150                           0          No_PP                                         360          ADN1
           16177152                          60          Prepay                                        360          ADN1
           16177153                           0          Prepay                                        360          ADN1
           16177154                          60          No_PP                                         360          ADN1
           16177155                           0          No_PP                                         360          ADN1
           16177157                          60          No_PP                                         360          ADN1
           16177158                          60          Prepay                                        360          ADN1
           16177159                          60          No_PP                                         360          ADN1
           16177160                          60          Prepay                                        360          ADN1
           16177161                          60          Prepay                                        360          ADN1
           16177162                           0          No_PP                                         360          ADN1
           16177163                          60          Prepay                                        360          ADN1
           16177164                          60          No_PP                                         360          ADN1
           16177100                          60          No_PP                                         360          ADN1
           16177101                          60          No_PP                                         360          ADN1
           16177102                          60          No_PP                                         360          ADN1
           16177103                          60          No_PP                                         360          ADN1
           16177104                          60          No_PP                                         360          ADN1
           16177105                           0          No_PP                                         360          ADN1
           16177106                           0          No_PP                                         360          ADN1
           16177107                           0          No_PP                                         360          ADN1
           16177108                          60          No_PP                                         360          ADN1
           16177109                          60          No_PP                                         360          ADN1
           16177200                          60          No_PP                                         360          ADN1
           16177201                          60          Prepay                                        360          ADN1
           16177202                          60          No_PP                                         360          ADN1
           16177203                          60          No_PP                                         360          ADN1
           16177204                          60          No_PP                                         360          ADN1
           16177205                          60          No_PP                                         360          ADN1
           16177206                           0          No_PP                                         360          ADN1
           16177207                          60          No_PP                                         360          ADN1
           16177208                          60          No_PP                                         360          ADN1
           16177209                          60          No_PP                                         360          ADN1
           16177090                          60          No_PP                                         360          ADN1
           16177091                          60          No_PP                                         360          ADN1
           16177092                          60          Prepay                                        360          ADN1
           16177093                          60          Prepay                                        360          ADN1
           16177094                          60          Prepay                                        360          ADN1
           16177095                          60          No_PP                                         360          ADN1
           16177096                          60          No_PP                                         360          ADN1
           16177097                          60          No_PP                                         360          ADN1
           16177098                          60          No_PP                                         360          ADN1
           16177099                           0          No_PP                                         360          ADN1
           16218249                           0          No_PP                                         360          ADN1
           16218250                          60          Prepay                                        360          ADN1
           16218251                          60          No_PP                                         360          ADN1
           16218252                          60          Prepay                                        360          ADN1
           16218244                          60          No_PP                                         360          ADN1
           16218245                          60          No_PP                                         360          ADN1
           16218246                          60          Prepay                                        360          ADN1
           16218247                          60          No_PP                                         360          ADN1
           16218248                           0          Prepay                                        360          ADN1
           16218236                          60          No_PP                                         360          ADN1
           16218237                          60          No_PP                                         360          ADN1
           16218238                          60          Prepay                                        360          ADN1
           16218239                           0          Prepay                                        360          ADN1
           16218240                          60          No_PP                                         360          ADN1
           16218241                          60          No_PP                                         360          ADN1
           16218242                          60          Prepay                                        360          ADN1
           16218243                          60          No_PP                                         360          ADN1
           16218230                          60          Prepay                                        360          ADN1
           16218231                          60          No_PP                                         360          ADN1
           16218232                          60          No_PP                                         360          ADN1
           16218233                           0          No_PP                                         360          ADN1
           16218234                          60          Prepay                                        360          ADN1
           16218235                          60          Prepay                                        360          ADN1
           16218227                          60          No_PP                                         360          ADN1
           16218228                          60          Prepay                                        360          ADN1
           16218229                          60          No_PP                                         360          ADN1
           16218226                          60          Prepay                                        360          ADN1
           16218150                          60          Prepay                                        360          ADN1
           16218151                          60          Prepay                                        360          ADN1
           16218152                          60          Prepay                                        360          ADN1
           16218153                          60          No_PP                                         360          ADN1
           16218154                          60          Prepay                                        360          ADN1
           16218155                          60          Prepay                                        360          ADN1
           16218156                          60          Prepay                                        360          ADN1
           16218157                          60          No_PP                                         360          ADN1
           16218158                         120          No_PP                                         360          ADN1
           16218159                          60          No_PP                                         360          ADN1
           16218160                          60          No_PP                                         360          ADN1
           16218161                          60          Prepay                                        360          ADN1
           16218162                          60          Prepay                                        360          ADN1
           16218163                         120          No_PP                                         360          ADN1
           16218164                          60          No_PP                                         360          ADN1
           16218165                          60          Prepay                                        360          ADN1
           16218166                          60          No_PP                                         360          ADN1
           16218167                          60          No_PP                                         360          ADN1
           16218168                          60          No_PP                                         360          ADN1
           16218169                          60          No_PP                                         360          ADN1
           16218126                         120          No_PP                                         360          ADN1
           16218170                          60          Prepay                                        360          ADN1
           16218171                          60          No_PP                                         360          ADN1
           16218172                          60          No_PP                                         360          ADN1
           16218173                          60          No_PP                                         360          ADN1
           16218174                          60          No_PP                                         360          ADN1
           16218175                          60          No_PP                                         360          ADN1
           16218176                           0          No_PP                                         360          ADN1
           16218177                          60          Prepay                                        360          ADN1
           16218178                          60          Prepay                                        360          ADN1
           16218179                          60          Prepay                                        360          ADN1
           16218180                          60          Prepay                                        360          ADN1
           16218127                          60          No_PP                                         360          ADN1
           16218128                          60          No_PP                                         360          ADN1
           16218129                          60          No_PP                                         360          ADN1
           16218181                           0          No_PP                                         360          ADN1
           16218182                          60          No_PP                                         360          ADN1
           16218183                          60          Prepay                                        360          ADN1
           16218184                         120          No_PP                                         360          ADN1
           16218185                           0          No_PP                                         360          ADN1
           16218130                         120          No_PP                                         360          ADN1
           16218131                          60          No_PP                                         360          ADN1
           16218132                          60          No_PP                                         360          ADN1
           16218186                           0          Prepay                                        360          ADN1
           16218187                          60          Prepay                                        360          ADN1
           16218188                         120          Prepay                                        360          ADN1
           16218189                          60          No_PP                                         360          ADN1
           16218190                          60          No_PP                                         360          ADN1
           16218191                          60          Prepay                                        360          ADN1
           16218192                          60          Prepay                                        360          ADN1
           16218193                          60          No_PP                                         360          ADN1
           16218194                          60          No_PP                                         360          ADN1
           16218195                          60          No_PP                                         360          ADN1
           16218196                           0          No_PP                                         360          ADN1
           16218197                          60          Prepay                                        360          ADN1
           16218198                          60          No_PP                                         360          ADN1
           16218199                          60          No_PP                                         360          ADN1
           16218133                          60          No_PP                                         360          ADN1
           16218134                          60          No_PP                                         360          ADN1
           16218135                           0          No_PP                                         360          ADN1
           16218136                          60          No_PP                                         360          ADN1
           16218137                          60          No_PP                                         360          ADN1
           16218138                          60          No_PP                                         360          ADN1
           16218139                          60          No_PP                                         360          ADN1
           16218140                          60          No_PP                                         360          ADN1
           16218141                           0          No_PP                                         360          ADN1
           16218142                          60          No_PP                                         360          ADN1
           16218143                          60          No_PP                                         360          ADN1
           16218144                          60          No_PP                                         360          ADN1
           16218145                          60          No_PP                                         360          ADN1
           16218146                           0          Prepay                                        360          ADN1
           16218147                           0          Prepay                                        360          ADN1
           16218148                           0          No_PP                                         360          ADN1
           16218149                          60          Prepay                                        360          ADN1
           16218100                          60          No_PP                                         360          ADN1
           16218101                          60          No_PP                                         360          ADN1
           16218102                          60          No_PP                                         360          ADN1
           16218103                          60          No_PP                                         360          ADN1
           16218104                          60          No_PP                                         360          ADN1
           16218105                          60          No_PP                                         360          ADN1
           16218106                          60          No_PP                                         360          ADN1
           16218113                           0          No_PP                                         360          ADN1
           16218114                          60          No_PP                                         360          ADN1
           16218115                          60          No_PP                                         360          ADN1
           16218116                          60          No_PP                                         360          ADN1
           16218117                          60          No_PP                                         360          ADN1
           16218118                          60          No_PP                                         360          ADN1
           16218119                          60          No_PP                                         360          ADN1
           16218107                           0          No_PP                                         360          ADN1
           16218108                          60          No_PP                                         360          ADN1
           16218109                          60          No_PP                                         360          ADN1
           16218120                           0          No_PP                                         360          ADN1
           16218121                          60          No_PP                                         360          ADN1
           16218122                           0          No_PP                                         360          ADN1
           16218123                          60          No_PP                                         360          ADN1
           16218124                          60          No_PP                                         360          ADN1
           16218125                          60          No_PP                                         360          ADN1
           16218110                          60          No_PP                                         360          ADN1
           16218111                          60          No_PP                                         360          ADN1
           16218112                          60          No_PP                                         360          ADN1
           16218083                          60          No_PP                                         360          ADN1
           16218084                          60          Prepay                                        360          ADN1
           16218085                          60          No_PP                                         360          ADN1
           16218086                          60          No_PP                                         360          ADN1
           16218087                          60          Prepay                                        360          ADN1
           16218088                          60          No_PP                                         360          ADN1
           16218089                          60          No_PP                                         360          ADN1
           16218090                           0          No_PP                                         360          ADN1
           16218091                           0          No_PP                                         360          ADN1
           16218092                          60          No_PP                                         360          ADN1
           16218093                           0          No_PP                                         360          ADN1
           16218094                          60          No_PP                                         360          ADN1
           16218095                          60          No_PP                                         360          ADN1
           16218096                          60          No_PP                                         360          ADN1
           16218097                          60          No_PP                                         360          ADN1
           16218098                          60          No_PP                                         360          ADN1
           16218099                          60          No_PP                                         360          ADN1
           16218300                          60          No_PP                                         360          ADN1
           16218301                          60          No_PP                                         360          ADN1
           16218302                          60          Prepay                                        360          ADN1
           16218303                          60          Prepay                                        360          ADN1
           16218304                          60          Prepay                                        360          ADN1
           16218305                          60          No_PP                                         360          ADN1
           16218306                          60          Prepay                                        360          ADN1
           16218307                           0          Prepay                                        360          ADN1
           16218308                          60          No_PP                                         360          ADN1
           16218309                          60          No_PP                                         360          ADN1
           16218310                          60          Prepay                                        360          ADN1
           16218311                          60          No_PP                                         360          ADN1
           16218312                          60          Prepay                                        360          ADN1
           16218313                          60          No_PP                                         360          ADN1
           16218314                          60          No_PP                                         360          ADN1
           16218315                           0          Prepay                                        360          ADN1
           16218316                          60          No_PP                                         360          ADN1
           16218317                          60          Prepay                                        360          ADN1
           16218318                          60          No_PP                                         360          ADN1
           16218319                          60          No_PP                                         360          ADN1
           16218320                          60          No_PP                                         360          ADN1
           16218321                          60          Prepay                                        360          ADN1
           16218322                          60          No_PP                                         360          ADN1
           16218323                          60          Prepay                                        360          ADN1
           16218324                          60          No_PP                                         360          ADN1
           16218325                          60          Prepay                                        360          ADN1
           16218326                          60          No_PP                                         360          ADN1
           16218327                          60          No_PP                                         360          ADN1
           16218328                          60          No_PP                                         360          ADN1
           16218329                          60          Prepay                                        360          ADN1
           16218330                          60          No_PP                                         360          ADN1
           16218331                          60          No_PP                                         360          ADN1
           16218332                          60          No_PP                                         360          ADN1
           16218220                           0          No_PP                                         360          ADN1
           16218221                          60          No_PP                                         360          ADN1
           16218222                          60          Prepay                                        360          ADN1
           16218223                           0          Prepay                                        360          ADN1
           16218224                          60          No_PP                                         360          ADN1
           16218225                          60          Prepay                                        360          ADN1
           16218200                          60          No_PP                                         360          ADN1
           16218201                           0          No_PP                                         360          ADN1
           16218202                          60          Prepay                                        360          ADN1
           16218203                          60          No_PP                                         360          ADN1
           16218204                          60          Prepay                                        360          ADN1
           16218205                          60          No_PP                                         360          ADN1
           16218206                           0          No_PP                                         360          ADN1
           16218207                          60          No_PP                                         360          ADN1
           16218208                          60          No_PP                                         360          ADN1
           16218209                          60          No_PP                                         360          ADN1
           16218210                          60          No_PP                                         360          ADN1
           16218211                          60          No_PP                                         360          ADN1
           16218212                          60          Prepay                                        360          ADN1
           16218213                          60          No_PP                                         360          ADN1
           16218214                          60          No_PP                                         360          ADN1
           16218215                          60          Prepay                                        360          ADN1
           16218216                          60          No_PP                                         360          ADN1
           16218217                          60          No_PP                                         360          ADN1
           16218218                          60          Prepay                                        360          ADN1
           16218256                          60          No_PP                                         360          ADN1
           16218257                          60          Prepay                                        360          ADN1
           16218258                          60          No_PP                                         360          ADN1
           16218259                          60          Prepay                                        360          ADN1
           16218260                           0          No_PP                                         360          ADN1
           16218261                          60          No_PP                                         360          ADN1
           16218262                          60          No_PP                                         360          ADN1
           16218263                          60          Prepay                                        360          ADN1
           16218264                          60          Prepay                                        360          ADN1
           16218265                          60          Prepay                                        360          ADN1
           16218266                          60          Prepay                                        360          ADN1
           16218267                          60          No_PP                                         360          ADN1
           16218268                           0          Prepay                                        360          ADN1
           16218269                         120          Prepay                                        360          ADN1
           16218253                          60          No_PP                                         360          ADN1
           16218270                          60          Prepay                                        360          ADN1
           16218271                          60          Prepay                                        360          ADN1
           16218272                          60          No_PP                                         360          ADN1
           16218273                           0          No_PP                                         360          ADN1
           16218274                          60          Prepay                                        360          ADN1
           16218275                          60          Prepay                                        360          ADN1
           16218276                          60          No_PP                                         360          ADN1
           16218277                          60          No_PP                                         360          ADN1
           16218278                          60          No_PP                                         360          ADN1
           16218279                         120          No_PP                                         360          ADN1
           16218280                           0          No_PP                                         360          ADN1
           16218281                          60          Prepay                                        360          ADN1
           16218282                          60          No_PP                                         360          ADN1
           16218283                           0          Prepay                                        360          ADN1
           16218284                          60          No_PP                                         360          ADN1
           16218285                          60          No_PP                                         360          ADN1
           16218286                          60          No_PP                                         360          ADN1
           16218287                          60          Prepay                                        360          ADN1
           16218288                         120          No_PP                                         360          ADN1
           16218289                           0          No_PP                                         360          ADN1
           16218290                          60          Prepay                                        360          ADN1
           16218291                          60          No_PP                                         360          ADN1
           16218292                          60          No_PP                                         360          ADN1
           16218293                          60          No_PP                                         360          ADN1
           16218294                          60          No_PP                                         360          ADN1
           16218295                         120          Prepay                                        360          ADN1
           16218296                          60          Prepay                                        360          ADN1
           16218297                          60          Prepay                                        360          ADN1
           16218298                          60          No_PP                                         360          ADN1
           16218299                          60          No_PP                                         360          ADN1
           16218254                          60          Prepay                                        360          ADN1
           16218255                           0          No_PP                                         360          ADN1
           16199805                           0          Prepay                                        360          ADN1
           16199806                           0          Prepay                                        360          ADN1
           16199807                         120          Prepay                                        360          ADN1
           16199808                           0          No_PP                                         360          ADN1
           16199809                         120          Prepay                                        360          ADN1
           16199810                         120          Prepay                                        360          ADN1
           16199811                         120          Prepay                                        360          ADN1
           16199812                         120          No_PP                                         360          ADN1
           16199813                         120          Prepay                                        360          ADN1
           16199814                         120          Prepay                                        360          ADN1
           16199815                         120          No_PP                                         360          ADN1
           16199816                         120          No_PP                                         360          ADN1
           16199817                         120          Prepay                                        360          ADN1
           16199818                           0          Prepay                                        360          ADN1
           16199819                         120          No_PP                                         360          ADN1
           16199820                         120          No_PP                                         360          ADN1
           16199821                         120          No_PP                                         360          ADN1
           16199822                         120          Prepay                                        360          ADN1
           16199823                         120          Prepay                                        360          ADN1
           16199824                         120          No_PP                                         360          ADN1
           16199825                         120          Prepay                                        360          ADN1
           16199826                         120          No_PP                                         360          ADN1
           16199827                           0          Prepay                                        360          ADN1
           16199829                           0          No_PP                                         360          ADN1
           16199830                           0          Prepay                                        360          ADN1
           16199831                         120          No_PP                                         360          ADN1
           16199832                         120          Prepay                                        360          ADN1
           16199833                         120          Prepay                                        360          ADN1
           16199834                         120          Prepay                                        360          ADN1
           16199835                         120          Prepay                                        360          ADN1
           16199836                         120          Prepay                                        360          ADN1
           16199837                         120          No_PP                                         360          ADN1
           16199838                         120          No_PP                                         360          ADN1
           16199839                         120          No_PP                                         360          ADN1
           16199840                           0          Prepay                                        360          ADN1
           16199841                         120          No_PP                                         360          ADN1
           16199842                         120          Prepay                                        360          ADN1
           16199843                         120          Prepay                                        360          ADN1
           16199844                         120          Prepay                                        360          ADN1
           16199845                         120          Prepay                                        360          ADN1
           16199846                           0          Prepay                                        360          ADN1
           16199847                         120          Prepay                                        360          ADN1
           16199848                           0          Prepay                                        360          ADN1
           16199849                         120          No_PP                                         360          ADN1
           16199850                         120          Prepay                                        360          ADN1
           16199851                         120          Prepay                                        360          ADN1
           16199852                         120          No_PP                                         360          ADN1
           16199853                         120          No_PP                                         360          ADN1
           16199854                           0          No_PP                                         360          ADN1
           16199855                           0          No_PP                                         360          ADN1
           16199795                         120          No_PP                                         360          ADN1
           16199796                         120          Prepay                                        360          ADN1
           16199797                         120          Prepay                                        360          ADN1
           16199798                         120          No_PP                                         360          ADN1
           16199799                         120          Prepay                                        360          ADN1
           16199705                         120          No_PP                                         360          ADN1
           16199706                         120          No_PP                                         360          ADN1
           16199707                         120          No_PP                                         360          ADN1
           16199708                         120          No_PP                                         360          ADN1
           16199709                         120          No_PP                                         360          ADN1
           16199710                         120          Prepay                                        360          ADN1
           16199711                         120          No_PP                                         360          ADN1
           16199712                           0          Prepay                                        360          ADN1
           16199713                         120          Prepay                                        360          ADN1
           16199714                         120          Prepay                                        360          ADN1
           16199715                         120          No_PP                                         360          ADN1
           16199716                         120          Prepay                                        360          ADN1
           16199717                           0          No_PP                                         360          ADN1
           16199718                         120          Prepay                                        360          ADN1
           16199719                         120          Prepay                                        360          ADN1
           16199700                         120          No_PP                                         360          ADN1
           16199701                         120          No_PP                                         360          ADN1
           16199702                         120          Prepay                                        360          ADN1
           16199703                         120          No_PP                                         360          ADN1
           16199704                         120          No_PP                                         360          ADN1
           16199787                         120          No_PP                                         360          ADN1
           16199788                         120          Prepay                                        360          ADN1
           16199789                         120          No_PP                                         360          ADN1
           16199790                         120          Prepay                                        360          ADN1
           16199791                         120          No_PP                                         360          ADN1
           16199792                         120          Prepay                                        360          ADN1
           16199793                         120          Prepay                                        360          ADN1
           16199794                         120          Prepay                                        360          ADN1
           16199690                         120          No_PP                                         360          ADN1
           16199691                         120          No_PP                                         360          ADN1
           16199692                         120          No_PP                                         360          ADN1
           16199693                         120          Prepay                                        360          ADN1
           16199694                         120          No_PP                                         360          ADN1
           16199695                         120          No_PP                                         360          ADN1
           16199696                           0          No_PP                                         360          ADN1
           16199697                         120          Prepay                                        360          ADN1
           16199698                         120          No_PP                                         360          ADN1
           16199699                         120          Prepay                                        360          ADN1
           16199680                         120          Prepay                                        360          ADN1
           16199681                         120          No_PP                                         360          ADN1
           16199682                         120          No_PP                                         360          ADN1
           16199683                         120          Prepay                                        360          ADN1
           16199684                           0          No_PP                                         360          ADN1
           16199685                         120          No_PP                                         360          ADN1
           16199686                         120          No_PP                                         360          ADN1
           16199687                         120          No_PP                                         360          ADN1
           16199688                         120          No_PP                                         360          ADN1
           16199689                         120          No_PP                                         360          ADN1
           16199663                         120          No_PP                                         360          ADN1
           16199664                         120          No_PP                                         360          ADN1
           16199665                         120          No_PP                                         360          ADN1
           16199666                         120          No_PP                                         360          ADN1
           16199667                         120          No_PP                                         360          ADN1
           16199668                         120          Prepay                                        360          ADN1
           16199669                         120          No_PP                                         360          ADN1
           16199670                         120          No_PP                                         360          ADN1
           16199671                           0          No_PP                                         360          ADN1
           16199672                         120          No_PP                                         360          ADN1
           16199673                           0          No_PP                                         360          ADN1
           16199674                         120          Prepay                                        360          ADN1
           16199675                         120          No_PP                                         360          ADN1
           16199676                         120          No_PP                                         360          ADN1
           16199677                         120          No_PP                                         360          ADN1
           16199678                         120          Prepay                                        360          ADN1
           16199679                         120          Prepay                                        360          ADN1
           16199753                           0          Prepay                                        360          ADN1
           16199754                           0          Prepay                                        360          ADN1
           16199760                         120          Prepay                                        360          ADN1
           16199762                         120          Prepay                                        360          ADN1
           16199763                         120          Prepay                                        360          ADN1
           16199764                           0          No_PP                                         360          ADN1
           16199765                         120          No_PP                                         360          ADN1
           16199766                         120          Prepay                                        360          ADN1
           16199767                         120          Prepay                                        360          ADN1
           16199768                         120          No_PP                                         360          ADN1
           16199769                         120          No_PP                                         360          ADN1
           16199770                         120          Prepay                                        360          ADN1
           16199771                           0          Prepay                                        360          ADN1
           16199772                         120          Prepay                                        360          ADN1
           16199773                         120          No_PP                                         360          ADN1
           16199774                         120          No_PP                                         360          ADN1
           16199775                           0          No_PP                                         360          ADN1
           16199776                         120          Prepay                                        360          ADN1
           16199777                         120          No_PP                                         360          ADN1
           16199778                         120          Prepay                                        360          ADN1
           16199779                         120          No_PP                                         360          ADN1
           16199780                         120          No_PP                                         360          ADN1
           16199781                         120          Prepay                                        360          ADN1
           16199782                         120          No_PP                                         360          ADN1
           16199783                         120          No_PP                                         360          ADN1
           16199784                           0          Prepay                                        360          ADN1
           16199785                           0          No_PP                                         360          ADN1
           16199786                         120          Prepay                                        360          ADN1
           16199755                         120          No_PP                                         360          ADN1
           16199756                         120          Prepay                                        360          ADN1
           16199757                         120          Prepay                                        360          ADN1
           16199758                         120          No_PP                                         360          ADN1
           16199759                         120          No_PP                                         360          ADN1
           16199632                         120          No_PP                                         360          ADN1
           16199633                           0          No_PP                                         360          ADN1
           16199634                         120          No_PP                                         360          ADN1
           16199635                         120          No_PP                                         360          ADN1
           16199636                         120          Prepay                                        360          ADN1
           16199637                         120          No_PP                                         360          ADN1
           16199638                         120          No_PP                                         360          ADN1
           16199639                         120          No_PP                                         360          ADN1
           16199640                         120          No_PP                                         360          ADN1
           16199641                           0          Prepay                                        360          ADN1
           16199642                         120          No_PP                                         360          ADN1
           16199643                         120          Prepay                                        360          ADN1
           16199644                         120          Prepay                                        360          ADN1
           16199645                         120          Prepay                                        360          ADN1
           16199646                         120          Prepay                                        360          ADN1
           16199647                         120          No_PP                                         360          ADN1
           16199648                         120          No_PP                                         360          ADN1
           16199649                         120          No_PP                                         360          ADN1
           16199650                         120          Prepay                                        360          ADN1
           16199651                         120          No_PP                                         360          ADN1
           16199652                         120          No_PP                                         360          ADN1
           16199653                         120          No_PP                                         360          ADN1
           16199654                         120          No_PP                                         360          ADN1
           16199655                         120          No_PP                                         360          ADN1
           16199656                         120          Prepay                                        360          ADN1
           16199657                         120          No_PP                                         360          ADN1
           16199658                         120          No_PP                                         360          ADN1
           16199659                           0          No_PP                                         360          ADN1
           16199660                         120          No_PP                                         360          ADN1
           16199661                         120          No_PP                                         360          ADN1
           16199662                           0          No_PP                                         360          ADN1
           16199723                           0          No_PP                                         360          ADN1
           16199724                         120          No_PP                                         360          ADN1
           16199725                         120          No_PP                                         360          ADN1
           16199726                         120          Prepay                                        360          ADN1
           16199727                         120          Prepay                                        360          ADN1
           16199728                         120          Prepay                                        360          ADN1
           16199729                         120          Prepay                                        360          ADN1
           16199730                           0          Prepay                                        360          ADN1
           16199731                         120          Prepay                                        360          ADN1
           16199732                         120          No_PP                                         360          ADN1
           16199733                         120          No_PP                                         360          ADN1
           16199734                         120          Prepay                                        360          ADN1
           16199735                         120          Prepay                                        360          ADN1
           16199736                         120          Prepay                                        360          ADN1
           16199737                         120          Prepay                                        360          ADN1
           16199738                         120          Prepay                                        360          ADN1
           16199739                         120          Prepay                                        360          ADN1
           16199740                         120          No_PP                                         360          ADN1
           16199741                         120          Prepay                                        360          ADN1
           16199742                         120          Prepay                                        360          ADN1
           16199743                         120          Prepay                                        360          ADN1
           16199744                         120          Prepay                                        360          ADN1
           16199745                         120          Prepay                                        360          ADN1
           16199746                         120          No_PP                                         360          ADN1
           16199747                         120          Prepay                                        360          ADN1
           16199748                         120          No_PP                                         360          ADN1
           16199749                         120          Prepay                                        360          ADN1
           16199750                         120          Prepay                                        360          ADN1
           16199751                         120          Prepay                                        360          ADN1
           16199752                         120          Prepay                                        360          ADN1
           16199720                         120          Prepay                                        360          ADN1
           16199721                         120          Prepay                                        360          ADN1
           16199722                         120          No_PP                                         360          ADN1
           16232382                         120          Prepay                                        360          ADN1
           16199856                         120          Prepay                                        360          ADN1
           16199857                         120          Prepay                                        360          ADN1
           16199800                           0          Prepay                                        360          ADN1
           16199801                         120          Prepay                                        360          ADN1
           16199802                         120          Prepay                                        360          ADN1
           16199803                         120          Prepay                                        360          ADN1
           16199804                         120          Prepay                                        360          ADN1
           16218700                          84          No_PP                                         360          ADN1
           16218701                          84          Prepay                                        360          ADN1
           16218702                          84          No_PP                                         360          ADN1
           16218703                          84          No_PP                                         360          ADN1
           16218704                         120          No_PP                                         360          ADN1
           16218705                          84          No_PP                                         360          ADN1
           16218706                          84          Prepay                                        360          ADN1
           16218707                          84          No_PP                                         360          ADN1
           16218708                           0          Prepay                                        360          ADN1
           16218709                          84          No_PP                                         360          ADN1
           16218710                          84          No_PP                                         360          ADN1
           16218711                          84          No_PP                                         360          ADN1
           16218712                          84          No_PP                                         360          ADN1
           16218713                          84          No_PP                                         360          ADN1
           16218714                          84          No_PP                                         360          ADN1
           16218715                          84          No_PP                                         360          ADN1
           16218716                          84          No_PP                                         360          ADN1
           16218717                          84          Prepay                                        360          ADN1
           16218718                          84          No_PP                                         360          ADN1
           16218719                          84          No_PP                                         360          ADN1
           16218720                          84          Prepay                                        360          ADN1
           16218721                          84          No_PP                                         360          ADN1
           16218722                          84          No_PP                                         360          ADN1
           16218723                          84          No_PP                                         360          ADN1
           16218724                          84          No_PP                                         360          ADN1
           16218725                          84          No_PP                                         360          ADN1
           16218624                          84          No_PP                                         360          ADN1
           16218625                          84          No_PP                                         360          ADN1
           16218626                          84          No_PP                                         360          ADN1
           16218627                          84          No_PP                                         360          ADN1
           16218628                          84          No_PP                                         360          ADN1
           16218629                          84          No_PP                                         360          ADN1
           16218630                          84          No_PP                                         360          ADN1
           16218631                          84          No_PP                                         360          ADN1
           16218632                          84          Prepay                                        360          ADN1
           16218633                          84          No_PP                                         360          ADN1
           16218634                          84          No_PP                                         360          ADN1
           16218635                          84          No_PP                                         360          ADN1
           16218636                          84          No_PP                                         360          ADN1
           16218637                          84          No_PP                                         360          ADN1
           16218638                          84          No_PP                                         360          ADN1
           16218639                          84          Prepay                                        360          ADN1
           16218640                          84          Prepay                                        360          ADN1
           16218641                          84          No_PP                                         360          ADN1
           16218642                           0          Prepay                                        360          ADN1
           16218643                          84          No_PP                                         360          ADN1
           16218644                          84          Prepay                                        360          ADN1
           16218645                          84          No_PP                                         360          ADN1
           16218646                          84          No_PP                                         360          ADN1
           16218647                          84          No_PP                                         360          ADN1
           16218648                          84          Prepay                                        360          ADN1
           16218649                          84          Prepay                                        360          ADN1
           16218650                           0          No_PP                                         360          ADN1
           16218651                           0          No_PP                                         360          ADN1
           16218652                          84          No_PP                                         360          ADN1
           16218653                           0          No_PP                                         360          ADN1
           16218654                          84          No_PP                                         360          ADN1
           16218655                          84          No_PP                                         360          ADN1
           16218656                          84          Prepay                                        360          ADN1
           16218657                          84          No_PP                                         360          ADN1
           16218658                          84          Prepay                                        360          ADN1
           16218659                          84          Prepay                                        360          ADN1
           16218660                          84          No_PP                                         360          ADN1
           16218661                          84          Prepay                                        360          ADN1
           16218662                           0          Prepay                                        360          ADN1
           16218663                          84          Prepay                                        360          ADN1
           16218664                          84          No_PP                                         360          ADN1
           16218665                          84          No_PP                                         360          ADN1
           16218666                           0          No_PP                                         360          ADN1
           16218667                           0          No_PP                                         360          ADN1
           16218668                          84          No_PP                                         360          ADN1
           16218669                          84          Prepay                                        360          ADN1
           16218670                          84          No_PP                                         360          ADN1
           16218671                           0          No_PP                                         360          ADN1
           16218672                          84          No_PP                                         360          ADN1
           16218673                          84          No_PP                                         360          ADN1
           16218674                           0          Prepay                                        360          ADN1
           16218675                          84          No_PP                                         360          ADN1
           16218676                          84          No_PP                                         360          ADN1
           16218677                          84          No_PP                                         360          ADN1
           16218678                          84          No_PP                                         360          ADN1
           16218679                          84          No_PP                                         360          ADN1
           16218680                           0          No_PP                                         360          ADN1
           16218681                          84          No_PP                                         360          ADN1
           16218682                          84          No_PP                                         360          ADN1
           16218683                          84          Prepay                                        360          ADN1
           16218684                           0          Prepay                                        360          ADN1
           16218685                          84          No_PP                                         360          ADN1
           16218686                           0          No_PP                                         360          ADN1
           16218687                          84          No_PP                                         360          ADN1
           16218688                          84          No_PP                                         360          ADN1
           16218689                          84          No_PP                                         360          ADN1
           16218690                          84          No_PP                                         360          ADN1
           16218691                          84          No_PP                                         360          ADN1
           16218692                          84          No_PP                                         360          ADN1
           16218693                           0          No_PP                                         360          ADN1
           16218694                          84          Prepay                                        360          ADN1
           16218695                          84          No_PP                                         360          ADN1
           16218696                          84          Prepay                                        360          ADN1
           16218697                          84          No_PP                                         360          ADN1
           16218608                          84          No_PP                                         360          ADN1
           16218609                          84          No_PP                                         360          ADN1
           16218698                          84          No_PP                                         360          ADN1
           16218699                          84          No_PP                                         360          ADN1
           16223053                          84          No_PP                                         360          ADN1
           16223054                          84          No_PP                                         360          ADN1
           16223055                          84          No_PP                                         360          ADN1
           16223056                          84          No_PP                                         360          ADN1
           16223057                          84          No_PP                                         360          ADN1
           16223058                          84          No_PP                                         360          ADN1
           16223059                          84          No_PP                                         360          ADN1
           16218610                         120          No_PP                                         360          ADN1
           16218611                          84          No_PP                                         360          ADN1
           16218612                         120          No_PP                                         360          ADN1
           16218613                          84          No_PP                                         360          ADN1
           16218614                           0          Prepay                                        360          ADN1
           16218615                          84          No_PP                                         360          ADN1
           16218616                          84          No_PP                                         360          ADN1
           16218617                          84          No_PP                                         360          ADN1
           16218618                          84          Prepay                                        360          ADN1
           16218619                          84          Prepay                                        360          ADN1
           16218620                          84          No_PP                                         360          ADN1
           16218621                          84          No_PP                                         360          ADN1
           16218622                          84          No_PP                                         360          ADN1
           16218623                           0          No_PP                                         360          ADN1
           16218600                          84          No_PP                                         360          ADN1
           16218601                          84          No_PP                                         360          ADN1
           16218602                         120          Prepay                                        360          ADN1
           16218603                         120          No_PP                                         360          ADN1
           16218604                          84          No_PP                                         360          ADN1
           16218605                          84          Prepay                                        360          ADN1
           16218606                           0          No_PP                                         360          ADN1
           16218607                          84          No_PP                                         360          ADN1
           16218597                          84          No_PP                                         360          ADN1
           16218598                           0          No_PP                                         360          ADN1
           16218599                          84          No_PP                                         360          ADN1
           16218570                          84          No_PP                                         360          ADN1
           16218571                           0          No_PP                                         360          ADN1
           16218572                          84          No_PP                                         360          ADN1
           16218573                          84          Prepay                                        360          ADN1
           16218574                          84          No_PP                                         360          ADN1
           16218575                          84          No_PP                                         360          ADN1
           16218576                           0          No_PP                                         360          ADN1
           16218577                           0          No_PP                                         360          ADN1
           16218578                          84          No_PP                                         360          ADN1
           16218579                           0          No_PP                                         360          ADN1
           16218580                          84          No_PP                                         360          ADN1
           16218581                          84          No_PP                                         360          ADN1
           16218582                          84          No_PP                                         360          ADN1
           16218583                          84          No_PP                                         360          ADN1
           16218584                          84          Prepay                                        360          ADN1
           16218585                          84          No_PP                                         360          ADN1
           16218586                          84          No_PP                                         360          ADN1
           16218587                           0          No_PP                                         360          ADN1
           16218588                          84          No_PP                                         360          ADN1
           16218589                         120          Prepay                                        360          ADN1
           16218590                          84          No_PP                                         360          ADN1
           16218591                         120          No_PP                                         360          ADN1
           16218592                          84          No_PP                                         360          ADN1
           16218593                           0          No_PP                                         360          ADN1
           16218594                           0          No_PP                                         360          ADN1
           16218595                         120          No_PP                                         360          ADN1
           16218596                          84          No_PP                                         360          ADN1
           16232384                          84          No_PP                                         360          ADN1
           16218960                         120          Prepay                                        360          ADN1
           16218961                         120          Prepay                                        360          ADN1
           16218962                         120          Prepay                                        360          ADN1
           16218963                         120          Prepay                                        360          ADN1
           16218964                         120          No_PP                                         360          ADN1
           16218965                           0          No_PP                                         360          ADN1
           16218966                         120          Prepay                                        360          ADN1
           16218967                         120          No_PP                                         360          ADN1
           16218968                         120          Prepay                                        360          ADN1
           16218969                         120          Prepay                                        360          ADN1
           16218970                         120          Prepay                                        360          ADN1
           16218971                         120          No_PP                                         360          ADN1
           16218972                         120          Prepay                                        360          ADN1
           16218973                           0          No_PP                                         360          ADN1
           16218974                         120          Prepay                                        360          ADN1
           16218975                         120          Prepay                                        360          ADN1
           16218976                         120          No_PP                                         360          ADN1
           16218977                         120          No_PP                                         360          ADN1
           16218978                         120          Prepay                                        360          ADN1
           16218979                         120          No_PP                                         360          ADN1
           16218980                         120          Prepay                                        360          ADN1
           16218981                         120          Prepay                                        360          ADN1
           16218982                         120          Prepay                                        360          ADN1
           16218983                         120          No_PP                                         360          ADN1
           16218984                         120          No_PP                                         360          ADN1
           16218985                         120          Prepay                                        360          ADN1
           16218986                         120          Prepay                                        360          ADN1
           16218987                         120          Prepay                                        360          ADN1
           16218988                         120          No_PP                                         360          ADN1
           16218989                         120          Prepay                                        360          ADN1
           16218990                         120          Prepay                                        360          ADN1
           16218991                         120          Prepay                                        360          ADN1
           16218992                         120          Prepay                                        360          ADN1
           16218993                         120          No_PP                                         360          ADN1
           16218994                         120          No_PP                                         360          ADN1
           16218995                         120          No_PP                                         360          ADN1
           16218996                         120          Prepay                                        360          ADN1
           16218997                         120          No_PP                                         360          ADN1
           16218998                         120          Prepay                                        360          ADN1
           16218999                         120          Prepay                                        360          ADN1
           16218940                         120          Prepay                                        360          ADN1
           16218941                         120          No_PP                                         360          ADN1
           16218942                         120          No_PP                                         360          ADN1
           16218943                         120          Prepay                                        360          ADN1
           16218944                         120          Prepay                                        360          ADN1
           16218945                           0          No_PP                                         360          ADN1
           16218946                         120          Prepay                                        360          ADN1
           16218947                         120          Prepay                                        360          ADN1
           16218948                         120          Prepay                                        360          ADN1
           16218949                         120          No_PP                                         360          ADN1
           16218950                         120          Prepay                                        360          ADN1
           16218951                         120          Prepay                                        360          ADN1
           16218952                         120          No_PP                                         360          ADN1
           16218953                         120          No_PP                                         360          ADN1
           16218954                         120          Prepay                                        360          ADN1
           16218955                         120          No_PP                                         360          ADN1
           16218956                         120          No_PP                                         360          ADN1
           16218957                         120          Prepay                                        360          ADN1
           16218958                         120          No_PP                                         360          ADN1
           16218959                         120          Prepay                                        360          ADN1
           16218930                         120          Prepay                                        360          ADN1
           16218931                         120          Prepay                                        360          ADN1
           16218932                         120          Prepay                                        360          ADN1
           16218933                           0          No_PP                                         360          ADN1
           16218934                         120          No_PP                                         360          ADN1
           16218935                         120          Prepay                                        360          ADN1
           16218936                         120          No_PP                                         360          ADN1
           16218937                         120          Prepay                                        360          ADN1
           16218938                         120          No_PP                                         360          ADN1
           16218939                         120          Prepay                                        360          ADN1
           16218885                         120          Prepay                                        360          ADN1
           16218886                         120          Prepay                                        360          ADN1
           16218887                         120          Prepay                                        360          ADN1
           16218888                         120          No_PP                                         360          ADN1
           16218889                         120          Prepay                                        360          ADN1
           16218890                         120          No_PP                                         360          ADN1
           16218891                         120          Prepay                                        360          ADN1
           16218892                         120          No_PP                                         360          ADN1
           16218893                         120          No_PP                                         360          ADN1
           16218894                         120          No_PP                                         360          ADN1
           16218895                         120          No_PP                                         360          ADN1
           16218896                           0          No_PP                                         360          ADN1
           16218897                         120          No_PP                                         360          ADN1
           16218898                         120          No_PP                                         360          ADN1
           16218899                         120          No_PP                                         360          ADN1
           16218880                         120          No_PP                                         360          ADN1
           16218881                           0          No_PP                                         360          ADN1
           16218882                         120          Prepay                                        360          ADN1
           16218883                         120          No_PP                                         360          ADN1
           16218884                         120          Prepay                                        360          ADN1
           16218901                         120          Prepay                                        360          ADN1
           16218902                         120          No_PP                                         360          ADN1
           16218903                         120          No_PP                                         360          ADN1
           16218904                         120          No_PP                                         360          ADN1
           16218905                         120          No_PP                                         360          ADN1
           16218906                         120          No_PP                                         360          ADN1
           16218907                         120          No_PP                                         360          ADN1
           16218908                         120          No_PP                                         360          ADN1
           16218909                           0          No_PP                                         360          ADN1
           16218910                         120          No_PP                                         360          ADN1
           16218911                         120          Prepay                                        360          ADN1
           16218912                         120          No_PP                                         360          ADN1
           16218913                         120          No_PP                                         360          ADN1
           16218914                         120          No_PP                                         360          ADN1
           16218915                         120          No_PP                                         360          ADN1
           16218916                         120          No_PP                                         360          ADN1
           16218917                         120          Prepay                                        360          ADN1
           16218918                         120          Prepay                                        360          ADN1
           16218919                         120          Prepay                                        360          ADN1
           16218920                         120          Prepay                                        360          ADN1
           16218921                           0          No_PP                                         360          ADN1
           16218922                         120          Prepay                                        360          ADN1
           16218923                         120          Prepay                                        360          ADN1
           16218924                         120          Prepay                                        360          ADN1
           16218925                           0          Prepay                                        360          ADN1
           16218926                         120          Prepay                                        360          ADN1
           16218927                         120          No_PP                                         360          ADN1
           16218928                         120          Prepay                                        360          ADN1
           16218929                         120          Prepay                                        360          ADN1
           16218900                         120          No_PP                                         360          ADN1
           16219027                         120          No_PP                                         360          ADN1
           16219029                         120          Prepay                                        360          ADN1
           16219030                         120          No_PP                                         360          ADN1
           16219000                         120          Prepay                                        360          ADN1
           16219001                         120          Prepay                                        360          ADN1
           16219002                         120          Prepay                                        360          ADN1
           16219003                         120          Prepay                                        360          ADN1
           16219004                         120          Prepay                                        360          ADN1
           16219005                           0          Prepay                                        360          ADN1
           16219006                           0          No_PP                                         360          ADN1
           16219007                         120          Prepay                                        360          ADN1
           16219008                         120          No_PP                                         360          ADN1
           16219009                         120          Prepay                                        360          ADN1
           16219010                           0          No_PP                                         360          ADN1
           16219011                         120          Prepay                                        360          ADN1
           16219012                         120          No_PP                                         360          ADN1
           16219013                         120          Prepay                                        360          ADN1
           16219014                         120          No_PP                                         360          ADN1
           16219015                         120          Prepay                                        360          ADN1
           16219016                         120          Prepay                                        360          ADN1
           16219017                         120          No_PP                                         360          ADN1
           16219018                         120          Prepay                                        360          ADN1
           16219019                         120          Prepay                                        360          ADN1
           16219020                         120          No_PP                                         360          ADN1
           16219021                         120          No_PP                                         360          ADN1
           16219022                         120          Prepay                                        360          ADN1
           16219023                         120          Prepay                                        360          ADN1
           16219024                         120          Prepay                                        360          ADN1
           16219025                         120          Prepay                                        360          ADN1
           16219026                         120          Prepay                                        360          ADN1
           16132484                         120          No_PP                                         360          ADN1
           16132485                          60          No_PP                                         360          ADN1
           16132486                          60          No_PP                                         360          ADN1
           16132487                          60          No_PP                                         360          ADN1
           16132488                          60          No_PP                                         360          ADN1
           16132490                         120          No_PP                                         360          ADN1
           16132491                          84          No_PP                                         360          ADN1
           16132492                           0          No_PP                                         360          ADN1
           15830580                           0          No_PP                                         360          ADN1
           15830659                           0          No_PP                                         360          ADN1
           15830691                           0          No_PP                                         360          ADN1
           15830692                          60          No_PP                                         360          ADN1
           15830779                          60          No_PP                                         360          ADN1
           15830881                         120          No_PP                                         360          ADN1
           15830883                         120          No_PP                                         360          ADN1
           15830956                           0          No_PP                                         360          ADN1
           15830987                         120          No_PP                                         360          ADN1
           15831159                          60          No_PP                                         360          ADN1
           15831162                          60          No_PP                                         360          ADN1
           15831298                           0          No_PP                                         360          ADN1
           15831306                           0          No_PP                                         360          ADN1
           15831355                           0          No_PP                                         360          ADN1
           15831373                          60          No_PP                                         360          ADN1
           15831471                          60          No_PP                                         360          ADN1
           15831507                           0          No_PP                                         360          ADN1
           15831577                          60          No_PP                                         360          ADN1
           15831602                          60          No_PP                                         360          ADN1
           15831626                         120          No_PP                                         360          ADN1
           15831665                          60          No_PP                                         360          ADN1
           15831684                          60          No_PP                                         360          ADN1
           15831701                          60          No_PP                                         360          ADN1
           16019791                         120          No_PP                                         360          ADN1
           16019841                           0          No_PP                                         360          ADN1
           16019844                          60          No_PP                                         360          ADN1
           16020328                          60          No_PP                                         360          ADN1
           16020419                           0          No_PP                                         360          ADN1
           16020619                          60          No_PP                                         360          ADN1
           16020700                           0          No_PP                                         360          ADN1
           16020753                           0          No_PP                                         360          ADN1
           16020805                         120          No_PP                                         360          ADN1
           16020911                          60          No_PP                                         360          ADN1
           16166788                          60          No_PP                                         360          ADN1
           16166791                          60          No_PP                                         360          ADN1
           16166795                          60          No_PP                                         360          ADN1
           16166796                          60          No_PP                                         360          ADN1
           16166748                         120          No_PP                                         360          ADN1
           16166762                          60          No_PP                                         360          ADN1
           16166772                          60          No_PP                                         360          ADN1
           16166776                         120          No_PP                                         360          ADN1
           16166781                          60          No_PP                                         360          ADN1
           16166782                          60          No_PP                                         360          ADN1
           16166787                          60          Prepay                                        360          ADN1
           16166737                          60          No_PP                                         360          ADN1
           16166621                          60          Prepay                                        360          ADN1
           16166639                          60          No_PP                                         360          ADN1
           16166641                          60          No_PP                                         360          ADN1
           16166645                          60          No_PP                                         360          ADN1
           16166660                          60          No_PP                                         360          ADN1
           16166664                          60          Prepay                                        360          ADN1
           16166666                          60          No_PP                                         360          ADN1
           16166669                          60          No_PP                                         360          ADN1
           16166670                          60          No_PP                                         360          ADN1
           16166672                          60          No_PP                                         360          ADN1
           16166679                          60          No_PP                                         360          ADN1
           16166682                          60          No_PP                                         360          ADN1
           16166683                          60          Prepay                                        360          ADN1
           16166686                           0          No_PP                                         360          ADN1
           16166689                          60          Prepay                                        360          ADN1
           16166695                          60          No_PP                                         360          ADN1
           16166698                          60          No_PP                                         360          ADN1
           16166702                          60          No_PP                                         360          ADN1
           16166711                           0          No_PP                                         360          ADN1
           16166716                          60          No_PP                                         360          ADN1
           16166725                          60          No_PP                                         360          ADN1
           16166729                           0          No_PP                                         360          ADN1
           16166616                          60          Prepay                                        360          ADN1
           16166593                          60          No_PP                                         360          ADN1
           16166595                          60          Prepay                                        360          ADN1
           16166610                          60          Prepay                                        360          ADN1
           16166613                          60          Prepay                                        360          ADN1
           16166614                          60          No_PP                                         360          ADN1
           16166577                          60          No_PP                                         360          ADN1
           16166579                          60          Prepay                                        360          ADN1
           16166580                           0          No_PP                                         360          ADN1
           16166454                         120          Prepay                                        360          ADN1
           16166458                          60          No_PP                                         360          ADN1
           16166459                           0          No_PP                                         360          ADN1
           16166460                          60          No_PP                                         360          ADN1
           16166467                           0          No_PP                                         360          ADN1
           16166469                          60          No_PP                                         360          ADN1
           16166470                           0          No_PP                                         360          ADN1
           16166474                          60          No_PP                                         360          ADN1
           16166477                          60          No_PP                                         360          ADN1
           16166488                          60          Prepay                                        360          ADN1
           16166494                         120          Prepay                                        360          ADN1
           16166515                          60          No_PP                                         360          ADN1
           16166518                          60          No_PP                                         360          ADN1
           16166519                          60          No_PP                                         360          ADN1
           16166521                          60          No_PP                                         360          ADN1
           16166522                          60          No_PP                                         360          ADN1
           16166523                          60          No_PP                                         360          ADN1
           16166524                          60          No_PP                                         360          ADN1
           16166526                          60          No_PP                                         360          ADN1
           16166533                          60          Prepay                                        360          ADN1
           16166539                          60          No_PP                                         360          ADN1
           16166540                          60          Prepay                                        360          ADN1
           16166544                          60          No_PP                                         360          ADN1
           16166545                          60          No_PP                                         360          ADN1
           16166550                          60          No_PP                                         360          ADN1
           16166560                           0          Prepay                                        360          ADN1
           16166417                          60          No_PP                                         360          ADN1
           16166419                          60          Prepay                                        360          ADN1
           16166421                          60          No_PP                                         360          ADN1
           16166425                          60          No_PP                                         360          ADN1
           16166426                          60          Prepay                                        360          ADN1
           16166428                          60          Prepay                                        360          ADN1
           16166435                          60          Prepay                                        360          ADN1
           16166436                           0          No_PP                                         360          ADN1
           16166443                           0          Prepay                                        360          ADN1
           16166449                          60          No_PP                                         360          ADN1
           16166319                          60          No_PP                                         360          ADN1
           16166321                          60          No_PP                                         360          ADN1
           16166323                          60          No_PP                                         360          ADN1
           16166327                          60          Prepay                                        360          ADN1
           16166328                          60          No_PP                                         360          ADN1
           16166336                          60          Prepay                                        360          ADN1
           16166340                          60          No_PP                                         360          ADN1
           16166344                          60          No_PP                                         360          ADN1
           16166349                          60          No_PP                                         360          ADN1
           16166353                          60          No_PP                                         360          ADN1
           16166359                          60          No_PP                                         360          ADN1
           16166364                          60          No_PP                                         360          ADN1
           16166377                          60          No_PP                                         360          ADN1
           16166378                          60          No_PP                                         360          ADN1
           16166379                          60          Prepay                                        360          ADN1
           16166380                          60          Prepay                                        360          ADN1
           16166389                          60          No_PP                                         360          ADN1
           16166390                          60          No_PP                                         360          ADN1
           16166395                          60          No_PP                                         360          ADN1
           16166407                          60          No_PP                                         360          ADN1
           16166411                          60          No_PP                                         360          ADN1
           16166289                           0          No_PP                                         360          ADN1
           16166296                          60          No_PP                                         360          ADN1
           16166310                          60          Prepay                                        360          ADN1
           16166313                          60          No_PP                                         360          ADN1
           16166315                           0          No_PP                                         360          ADN1
           16166318                          60          No_PP                                         360          ADN1
           16166098                          60          No_PP                                         360          ADN1
           16166102                           0          No_PP                                         360          ADN1
           16166104                          60          No_PP                                         360          ADN1
           16166106                          60          No_PP                                         360          ADN1
           16166107                          60          Prepay                                        360          ADN1
           16166108                          60          No_PP                                         360          ADN1
           16166110                          60          Prepay                                        360          ADN1
           16166113                          60          No_PP                                         360          ADN1
           16166115                          60          Prepay                                        360          ADN1
           16166116                          60          No_PP                                         360          ADN1
           16166121                          60          No_PP                                         360          ADN1
           16166122                          60          No_PP                                         360          ADN1
           16166125                          60          No_PP                                         360          ADN1
           16166127                          60          No_PP                                         360          ADN1
           16166128                          60          No_PP                                         360          ADN1
           16166135                          60          No_PP                                         360          ADN1
           16166136                          60          No_PP                                         360          ADN1
           16166138                          60          No_PP                                         360          ADN1
           16166142                          60          No_PP                                         360          ADN1
           16166143                          60          No_PP                                         360          ADN1
           16166145                           0          No_PP                                         360          ADN1
           16166147                          60          No_PP                                         360          ADN1
           16166148                          60          No_PP                                         360          ADN1
           16166151                          60          No_PP                                         360          ADN1
           16166152                          60          No_PP                                         360          ADN1
           16166155                          60          Prepay                                        360          ADN1
           16166159                          60          No_PP                                         360          ADN1
           16166160                           0          No_PP                                         360          ADN1
           16166161                          60          No_PP                                         360          ADN1
           16166163                          60          No_PP                                         360          ADN1
           16166164                          60          No_PP                                         360          ADN1
           16166167                          60          No_PP                                         360          ADN1
           16166168                          60          Prepay                                        360          ADN1
           16166170                          60          No_PP                                         360          ADN1
           16166175                          60          No_PP                                         360          ADN1
           16166176                          60          No_PP                                         360          ADN1
           16166178                          60          No_PP                                         360          ADN1
           16166189                          60          No_PP                                         360          ADN1
           16166194                          60          No_PP                                         360          ADN1
           16166197                           0          No_PP                                         360          ADN1
           16166200                           0          No_PP                                         360          ADN1
           16166201                          60          No_PP                                         360          ADN1
           16166202                          60          No_PP                                         360          ADN1
           16166203                           0          No_PP                                         360          ADN1
           16166204                          60          No_PP                                         360          ADN1
           16166207                          60          No_PP                                         360          ADN1
           16166213                          60          No_PP                                         360          ADN1
           16166217                          60          No_PP                                         360          ADN1
           16166218                          60          No_PP                                         360          ADN1
           16166220                           0          No_PP                                         360          ADN1
           16166223                           0          No_PP                                         360          ADN1
           16166225                          60          No_PP                                         360          ADN1
           16166232                          60          No_PP                                         360          ADN1
           16166234                          60          No_PP                                         360          ADN1
           16166235                           0          No_PP                                         360          ADN1
           16166237                          60          No_PP                                         360          ADN1
           16166238                           0          No_PP                                         360          ADN1
           16166245                          60          Prepay                                        360          ADN1
           16166247                         120          No_PP                                         360          ADN1
           16166249                          60          No_PP                                         360          ADN1
           16166255                          60          No_PP                                         360          ADN1
           16166267                          60          No_PP                                         360          ADN1
           16166069                          60          Prepay                                        360          ADN1
           16166074                          60          Prepay                                        360          ADN1
           16166083                          60          Prepay                                        360          ADN1
           16166092                          60          No_PP                                         360          ADN1
               2026

EXHIBIT C

[RESERVED]

EXHIBIT D

REQUEST FOR RELEASE OF DOCUMENTS

To: Wells Fargo Bank, N.A.

1015 10^th Avenue S.E.

Minneapolis, MN 55414-0031

Attn: Inventory Control

RE: Pooling and Servicing Agreement, dated as of

May 1, 2006, among SAMI II,

Wells Fargo Bank, N.A., as Master Servicer

and Securities Administrator,

EMC Mortgage Corporation, as Seller

and company and U.S. Bank National Association, as Trustee

In connection with the administration of the Mortgage Loans held by you pursuant to the above-captioned Pooling and Servicing Agreement, we request the release, and hereby acknowledge receipt, of the Mortgage File for the Mortgage Loan described below, for the reason indicated.

Mortgage Loan Number:

Mortgagor Name, Address & Zip Code:

Reason for Requesting Documents (check one):

_____	1.	Mortgage Paid in Full and proceeds have been deposited into the Custodial Account
_____	2.	Foreclosure
_____	3.	Substitution
_____	4.	Other Liquidation
_____	5.	NonliquidationReason: ______________________
_____	6.	California Mortgage Loan paid in full

By:
	(authorized signer)
Issuer:
Address:
Date:

EXHIBIT E

FORM OF AFFIDAVIT

Affidavit pursuant to Section 860E(e)(4) of the Internal Revenue Code of 1986, as amended, and for other purposes

STATE OF	)
	)	ss.:
COUNTY OF___________	)

[NAME OF OFFICER], being first duly sworn, deposes and says:

1.That he is [Title of Officer] of [Name of Investor] (the “Investor”), a [savings institution] [corporation] duly organized and existing under the laws of [the State of ] [the United States], on behalf of which he makes this affidavit.

2.That (i) the Investor is not a “disqualified organization” as defined in Section 860E(e)(5) of the Internal Revenue Code of 1986, as amended (the “Code”), and will not be a disqualified organization as of [Closing Date] [date of purchase]; (ii) it is not acquiring the Structured Asset Mortgage Investments II Inc., Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2 Class R-I Certificates, Class R-II Certificates and Class R-III Certificates (the “Residual Certificates”) for the account of a disqualified organization; (iii) it consents to any amendment of the Pooling and Servicing Agreement that shall be deemed necessary by Structured Asset Mortgage Investments II Inc. (upon advice of counsel) to constitute a reasonable arrangement to ensure that the Residual Certificates will not be owned directly or indirectly by a disqualified organization; and (iv) it will not transfer such Residual Certificates unless (a) it has received from the transferee an affidavit in substantially the same form as this affidavit containing these same four representations and (b) as of the time of the transfer, it does not have actual knowledge that such affidavit is false.

3.That the Investor is one of the following: (i) a citizen or resident of the United States, (ii) a corporation or partnership (including an entity treated as a corporation or partnership for federal income tax purposes) created or organized in, or under the laws of, the United States or any state thereof or the District of Columbia (except, in the case of a partnership, to the extent provided in regulations), provided that 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 United States Persons, (iii) an estate whose income is subject to United States federal income tax regardless of its source, or (iv) a trust other than a “foreign trust,” as defined in Section 7701 (a)(31) of the Code.

4.That the Investor’s taxpayer identification number is ______________________.

5.That no purpose of the acquisition of the Residual Certificates is to avoid or impede the assessment or collection of tax.

6.That the Investor understands that, as the holder of the Residual Certificates, the Investor may incur tax liabilities in excess of any cash flows generated by such Residual Certificates.

7.That the Investor intends to pay taxes associated with holding the Residual Certificates as they become due.

IN WITNESS WHEREOF, the Investor has caused this instrument to be executed on its behalf, pursuant to authority of its Board of Directors, by its [Title of Officer] this ____ day of _________, 20__.

[NAME OF INVESTOR]
By:
	[Name of Officer]
	[Title of Officer]
	[Address of Investor for receipt of distributions]
	Address of Investor for receipt of tax information:

Personally appeared before me the above-named [Name of Officer], known or proved to me to be the same person who executed the foregoing instrument and to be the [Title of Officer] of the Investor, and acknowledged to me that he executed the same as his free act and deed and the free act and deed of the Investor.

Subscribed and sworn before me this ___ day of _________, 20___.

NOTARY PUBLIC

COUNTY OF

STATE OF

My commission expires the ___ day of ___________________, 20___.

EXHIBIT F-1

FORM OF INVESTMENT LETTER

[Date]

[SELLER]

Wells Fargo Bank, N.A.

Sixth Street and Marquette Avenue

Minneapolis, Minnesota 55479

Structured Asset Mortgage Investments II Inc.

383 Madison Avenue

New York, New York 10179

Re: Structured Asset Mortgage Investments II Inc., Bear Stearns ARM Trust, Series 2006-2 Mortgage Pass-Through Certificates (the “Certificates”), including the Class B-4, Class B-5 and Class B-6 Certificates (the “PrivatelyOffered Certificates”

Dear Ladies and Gentlemen:

In connection with our purchase of Privately Offered Certificates, we confirm that:

(i) we understand that the Privately Offered Certificates are not being registered under the Securities Act of 1933, as amended (the “Act”) or any applicable state securities or “Blue Sky” laws, and are being sold to us in a transaction that is exempt from the registration requirements of such laws;

(ii) any information we desired concerning the Certificates, including the Privately Offered Certificates, the trust in which the Certificates represent the entire beneficial ownership interest (the “Trust”) or any other matter we deemed relevant to our decision to purchase Privately Offered Certificates has been made available to us;

(iii) we are able to bear the economic risk of investment in Privately Offered Certificates; we are an institutional “accredited investor” as defined in Section 501(a) of Regulation D promulgated under the Act and a sophisticated institutional investor;

(iv) we are acquiring Privately Offered Certificates for our own account, not as nominee for any other person, and not with a present view to any distribution or other disposition of the Privately Offered Certificates;

(v) we agree the Privately Offered Certificates must be held indefinitely by us (and may not be sold, pledged, hypothecated or in any way disposed of) unless subsequently registered under the Act and any applicable state securities or “Blue Sky” laws or an exemption from the registration requirements of the Act and any applicable state securities or “Blue Sky” laws is available;

(vi) we agree that in the event that at some future time we wish to dispose of or exchange any of the Privately Offered Certificates (such disposition or exchange not being currently foreseen or contemplated), we will not transfer or exchange any of the Privately Offered Certificates unless:

(A) (1) the sale is to an Eligible Purchaser (as defined below), (2) if required by the Pooling and Servicing Agreement (as defined below) a letter to substantially the same effect as either this letter or, if the Eligible Purchaser is a Qualified Institutional Buyer as defined under Rule 144A of the Act, the Rule 144A and Related Matters Certificate in the form attached to the Pooling and Servicing Agreement (as defined below) (or such other documentation as may be acceptable to the Trustee) is executed promptly by the purchaser and delivered to the addressees hereof and (3) all offers or solicitations in connection with the sale, whether directly or through any agent acting on our behalf, are limited only to Eligible Purchasers and are not made by means of any form of general solicitation or general advertising whatsoever; and

(B)if the Privately Offered Certificate is not registered under the Act (as to which we acknowledge you have no obligation), the Privately Offered Certificate is sold in a transaction that does not require registration under the Act and any applicable state securities or “blue sky” laws and, if U.S. Bank National Association (the “Trustee”) so requests, a satisfactory Opinion of Counsel is furnished to such effect, which Opinion of Counsel shall be an expense of the transferor or the transferee;

(vii) we agree to be bound by all of the terms (including those relating to restrictions on transfer) of the Pooling and Servicing, pursuant to which the Trust was formed; we have reviewed carefully and understand the terms of the Pooling and Servicing Agreement;

(viii) we either: (i) are not acquiring the Privately Offered Certificate directly or indirectly by, or on behalf of, an employee benefit plan or other retirement arrangement which is subject to Title I of the Employee Retirement Income Security Act of 1974, as amended, or section 4975 of the Internal Revenue Code of 1986, as amended, or (ii) are providing a representation to the effect that the proposed transfer and holding of a Privately Offered Certificate and the servicing, management and operation of the Trust and its assets: (I) will not result in any prohibited transaction which is not covered under an individual or class prohibited transaction exemption, including, but not limited to, Prohibited Transaction Exemption (“PTE”) 84-14, PTE 91-38, PTE 90-1, PTE 95-60, or PTE 96-23 and (II) will not give rise to any additional obligations on the part of the Depositor, the Master Servicer, the Securities Administrator or the Trustee or (iii) have attached hereto the opinion specified in Section 5.07 of the Agreement.

(ix) We understand that each of the Privately Offered Certificates bears, and will continue to bear, a legend to substantiate the following effect: “THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES LAWS. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY IN COMPLIANCE WITH THE SECURITIES ACT AND OTHER APPLICABLE LAWS AND ONLY (1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”) TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A (A “QIB”), PURCHASING FOR ITS OWN ACCOUNT OR A QIB PURCHASING FOR THE ACCOUNT OF A QIB, WHOM THE HOLDER HAS INFORMED, IN EACH CASE, THAT THE REOFFER, RESALE, PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE) OR (3) IN CERTIFICATED FORM TO AN “INSTITUTIONAL ACCREDITED INVESTOR” WITHIN THE MEANING THEREOF IN RULE 501(a)(1), (2), (3) or (7) OF REGULATION D UNDER THE ACT OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN SUCH PARAGRAPHS PURCHASING NOT FOR DISTRIBUTION IN VIOLATION OF THE SECURITIES ACT, SUBJECT TO (A) THE RECEIPT BY THE CERTIFICATE REGISTRAR OF A LETTER SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT AND (B) THE RECEIPT BY THE CERTIFICATE REGISTRAR OF SUCH OTHER EVIDENCE ACCEPTABLE TO THE CERTIFICATE REGISTRAR THAT SUCH REOFFER, RESALE, PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND OTHER APPLICABLE LAWS OR IN EACH CASE IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE UNITED STATES AND ANY OTHER APPLICABLE JURISDICTION. THIS CERTIFICATE MAY NOT BE ACQUIRED DIRECTLY OR INDIRECTLY BY, OR ON BEHALF OF, AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT WHICH IS SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UNLESS THE PROPOSED TRANSFER AND HOLDING OF A CERTIFICATE AND THE SERVICING, MANAGEMENT AND OPERATION OF THE TRUST AND ITS ASSETS: (1) WILL NOT RESULT IN ANY PROHIBITED TRANSACTION WHICH IS NOT COVERED UNDER AN INDIVIDUAL OR CLASS PROHIBITED TRANSACTION EXEMPTION, INCLUDING, BUT NOT LIMITED TO, PROHIBITED TRANSACTION EXEMPTION (“PTE”) 84-14, PTE 91-38, PTE 90-1, PTE 95-60 OR PTE 96-23 AND (II) WILL NOT GIVE RISE TO ANY ADDITIONAL OBLIGATIONS ON THE PART OF THE DEPOSITOR, THE MASTER SERVICER, THE SECURITIES ADMINISTRATOR OR THE TRUSTEE, WHICH WILL BE DEEMED REPRESENTED BY AN OWNER OF A BOOK-ENTRY CERTIFICATE OR A GLOBAL CERTIFICATE OR UNLESS THE OPINION PROVIDED IN SECTION 5.07 OF THE AGREEMENT IS PROVIDED.”

“Eligible Purchaser” means a corporation, partnership or other entity which we have reasonable grounds to believe and do believe (i) can make representations with respect to itself to substantially the same effect as the representations set forth herein, and (ii) is either a Qualified Institutional Buyer as defined under Rule 144A of the Act or an institutional “Accredited Investor” as defined under Rule 501 of the Act.

Terms not otherwise defined herein shall have the meanings assigned to them in the Pooling and Servicing Agreement, dated as of May 1, 2006, among Structured Asset Mortgage Investments II Inc., Wells Fargo Bank, N.A. as master servicer and securities administrator, EMC Mortgage Corporation, as seller and U.S. Bank National Association, as Trustee (the “Pooling and Servicing Agreement”).

If the Purchaser proposes that its Certificates be registered in the name of a nominee on its behalf, the Purchaser has identified such nominee below, and has caused such nominee to complete the Nominee Acknowledgment at the end of this letter.

Name of Nominee (if any): _________________________________

IN WITNESS WHEREOF, this document has been executed by the undersigned who is duly authorized to do so on behalf of the undersigned Eligible Purchaser on the ___ day of ________, 20___.

Very truly yours,
[PURCHASER]
By:
	(Authorized Officer)
[By:
	Attorney-in-fact]

Nominee Acknowledgment

The undersigned hereby acknowledges and agrees that as to the Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Purchaser identified above, for whom the undersigned is acting as nominee.

[NAME OF NOMINEE]
By:
	(Authorized Officer)
[By:
	Attorney-in-fact]

EXHIBIT F-2

FORM OF RULE 144A AND RELATED MATTERS CERTIFICATE

[Date]

[SELLER]

Wells Fargo Bank, N.A.

Sixth Street and Marquette Avenue

Minneapolis, Minnesota 55479

Structured Asset Mortgage Investments II Inc.

383 Madison Avenue

New York, New York 10179

Re: Structured Asset Mortgage Investments II Inc., Bear Stearns ARM Trust, Series 2006-2 Mortgage Pass-Through Certificates, Class B-4, Class B-5 and Class B-6 Certificates (the “Privately Offered Certificates”)

Dear Ladies and Gentlemen:

In connection with our purchase of Privately Offered Certificates, the undersigned certifies to each of the parties to whom this letter is addressed that it is a qualified institutional buyer (as defined in Rule 144A under the Securities Act of 1933, as amended (the “Act”)) as follows:

1. It owned and/or invested on a discretionary basis eligible securities (excluding affiliate’s securities, bank deposit notes and CD’s, loan participations, repurchase agreements, securities owned but subject to a repurchase agreement and swaps), as described below:

Date: ______________, 20__ (must be on or after the close of its most recent fiscal year)

Amount: $ _____________________; and

2. The dollar amount set forth above is:

a. greater than $100 million and the undersigned is one of the following entities:

(x)	[ ]	an insurance company as defined in Section 2(13) of the Act1; or
(y)	[ ]	an investment company registered under the Investment Company Act or any business development company as defined in Section 2(a)(48) of the Investment Company Act of 1940; or
(z)	[ ]	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; or
(aa)	[ ]	a plan (i) established and maintained by a state, its political subdivisions, or any agency or instrumentality of a state or its political subdivisions, the laws of which permit the purchase of securities of this type, for the benefit of its employees and (ii) the governing investment guidelines of which permit the purchase of securities of this type; or
(bb)	[ ]	a business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940; or
(cc)	[ ]	a corporation (other than a U.S. bank, savings and loan association or equivalent foreign institution), partnership, Massachusetts or similar business trust, or an organization described in Section 501(c)(3) of the Internal Revenue Code; or
(dd)	[ ]	a U.S. bank, savings and loan association or equivalent foreign institution, which has an audited net worth of at least $25 million as demonstrated in its latest annual financial statements; or
(ee)	[ ]	an investment adviser registered under the Investment Advisers Act; or
b.	[ ]	greater than $10 million, and the undersigned is a broker-dealer registered with the SEC; or
c.	[ ]	less than $10 million, and the undersigned is a broker-dealer registered with the SEC and will only purchase Rule 144A securities in transactions in which it acts as a riskless principal (as defined in Rule 144A); or
d.	[ ]	less than $100 million, and the undersigned is an investment company registered under the Investment Company Act of 1940, which, together with one or more registered investment companies having the same or an affiliated investment adviser, owns at least $100 million of eligible securities; or
e.	[ ]	less than $100 million, and the undersigned is an entity, all the equity owners of which are qualified institutional buyers.

The undersigned further certifies that it is purchasing a Privately Offered Certificate for its own account or for the account of others that independently qualify as “Qualified Institutional Buyers” as defined in Rule 144A. It is aware that the sale of the Privately Offered Certificates is being made in reliance on its continued compliance with Rule 144A. It is aware that the transferor may rely on the exemption from the provisions of Section 5 of the Act provided by Rule 144A. The undersigned understands that the Privately Offered Certificates may be resold, pledged or transferred only to (i) 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 in Rule 144A, or (ii) an institutional “accredited investor,” as such term is defined under Rule 501 of the Act in a transaction that otherwise does not constitute a public offering.

The undersigned agrees that if at some future time it wishes to dispose of or exchange any of the Privately Offered Certificates, it will not transfer or exchange any of the Privately Offered Certificates to a Qualified Institutional Buyer without first obtaining a Rule 144A and Related Matters Certificate in the form hereof from the transferee and delivering such certificate to the addressees hereof. Prior to making any transfer of Privately Offered Certificates, if the proposed Transferee is an institutional “accredited investor,” the transferor shall obtain from the transferee and deliver to the addressees hereof an Investment Letter in the form attached to the Pooling and Servicing Agreement, dated as of May 1, 2006, among Structured Asset Mortgage Investments II Inc., Wells Fargo Bank, N.A., EMC Mortgage Corporation and U.S. Bank National Association, as Trustee, pursuant to Certificates were issued.

The undersigned certifies that it either: (i) is not acquiring the Privately Offered Certificate directly or indirectly by, or on behalf of, an employee benefit plan or other retirement arrangement which is subject to Title I of the Employee Retirement Income Security Act of 1974, as amended, or section 4975 of the Internal Revenue Code of 1986, as amended, or (ii) is providing a representation or an opinion of counsel to the effect that the proposed transfer and holding of a Privately Offered Certificate and the servicing, management and operation of the Trust and its assets: (I) will not result in any prohibited transaction which is not covered under a prohibited transaction exemption, including, but not limited to, Prohibited Transaction Exemption (“PTE”) 84-14, PTE 91-38, PTE 90-1, PTE 95-60, PTE 96-23 and (II) will not give rise to any additional obligations on the part of the Depositor, the Master Servicer, the Securities Administrator or the Trustee or (iii) has attached hereto the opinion specified in Section 5.07 of the Agreement.

If the Purchaser proposes that its Certificates be registered in the name of a nominee on its behalf, the Purchaser has identified such nominee below, and has caused such nominee to complete the Nominee Acknowledgment at the end of this letter.

¹A purchase by an insurance company for one or more of its separate accounts, as defined by Section 2(a)(37) of the Investment Company Act of 1940, which are neither registered nor required to be registered thereunder, shall be deemed to be a purchase for the account of such insurance company.

Name of Nominee (if any):

IN WITNESS WHEREOF, this document has been executed by the undersigned who is duly authorized to do so on behalf of the undersigned Eligible Purchaser on the ____ day of ___________, 20___.

Very truly yours,
[PURCHASER]
By:
	(Authorized Officer)
[By:
	Attorney-in-fact]

NOMINEE ACKNOWLEDGMENT

The undersigned hereby acknowledges and agrees that as to the Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Purchaser identified above, for whom the undersigned is acting as nominee.

[NAME OF NOMINEE]
By:
	(Authorized Officer)
[By:
	Attorney-in-fact]

EXHIBIT G

FORM OF CUSTODIAL AGREEMENT

THIS CUSTODIAL AGREEMENT (as amended and supplemented from time to time, the “Agreement’), dated as of May 31, 2006, by and among U.S. BANK NATIONAL ASSOCIATION, not individually but solely as trustee under the Pooling and Servicing Agreement defined below (including its successors under the Pooling and Servicing Agreement defined below, the “Trustee”), STRUCTURED ASSET MORTGAGE INVESTMENTS II INC., as depositor (together with any successor in interest, the “Depositor”), WELLS FARGO BANK, N.A., as master servicer and securities administrator (together with any successor in interest or successor under the Pooling and Servicing Agreement referred to below, the “Master Servicer”) and WELLS FARGO BANK, N.A., as custodian (together with any successor in interest or any successor appointed hereunder, the “Custodian”).

WITNESSETH THAT:

WHEREAS, the Depositor, the Master Servicer, the Trustee and EMC Mortgage Corporation (the “Seller”) have entered into a Pooling and Servicing Agreement, dated as of May 1, 2006, relating to the issuance of Bear Stearns ARM Trust 2006-2, Mortgage Pass-Through Certificates, Series 2006-2 (as in effect on the date of this agreement, the “Original Pooling and Servicing Agreement,” and as amended and supplemented from time to time, the “Pooling and Servicing 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 Depositor or the Master Servicer under the Pooling and Servicing Agreement and the Servicers under their respective Servicing Agreements, 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 Depositor, the Master Servicer and the Custodian hereby agree as follows:

ARTICLE I.

DEFINITIONS

Capitalized terms used in this Agreement and not defined herein shall have the meanings assigned in the Original Pooling and Servicing Agreement, unless otherwise required by the context herein.

ARTICLE II.

CUSTODY OF MORTGAGE DOCUMENTS

Section 2.1Custodian to Act as Agent: Acceptance of Mortgage Files. The Custodian, as the duly appointed custodial agent of the Trustee for these purposes, acknowledges (subject to any exceptions noted in the Initial Certification referred to in Section 2.3(a)), 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 such Mortgage Files as agent for the Trustee, in trust, for the use and benefit of all present and future Certificateholders.

Section 2.2Recordation of Assignments. If any Mortgage File includes one or more assignments of Mortgage to the Trustee in a state which is specifically excluded from the Opinion of Counsel delivered by the Seller to the Trustee and the Custodian pursuant to the provisions of Section 2.01 of the Pooling and Servicing Agreement, each such assignment shall be delivered by the Custodian to the Depositor for the purpose of recording it in the appropriate public office for real property records, and the Depositor, at no expense to the Custodian, shall promptly cause to be recorded in the appropriate public office for real property records each such assignment of Mortgage and, upon receipt thereof from such public office, shall return each such assignment of Mortgage to the Custodian.

Section 2.3Review of Mortgage Files.

(a)On or prior to the Closing Date, in accordance with Section 2.02 of the Pooling and Servicing Agreement, the Custodian shall deliver to the Trustee an Initial Certification in the form annexed hereto as Exhibit One evidencing receipt (subject to any exceptions noted therein) of a Mortgage File for each of the Mortgage Loans listed on the Schedule attached hereto (the “Mortgage Loan Schedule”).

(b)Within 90 days of the Closing Date, the Custodian agrees, for the benefit of Certificateholders, to review, in accordance with the provisions of Section 2.02 of the Pooling and Servicing Agreement, each such document, and shall deliver to the Depositor and the Trustee an Interim Certification in the form annexed hereto as Exhibit Two to the effect that all such documents 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. 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.

(c)Not later than 180 days after the Closing Date, the Custodian shall review the Mortgage Files as provided in Section 2.02 of the Pooling and Servicing Agreement and deliver to the Depositor and the Trustee a Final Certification in the form annexed hereto as Exhibit Three evidencing the completeness of the Mortgage Files.

(d)In reviewing the Mortgage Files as provided herein and in the Pooling and Servicing Agreement, the Custodian shall make no representation as to and shall not be responsible to verify (i) the validity, legality, enforceability, due authorization, recordability, sufficiency or genuineness of any of the documents included in any Mortgage File or (ii) the collectibility, insurability, effectiveness or suitability of any of the documents in any Mortgage File.

Upon receipt of written request from the Trustee, the Custodian shall as soon as practicable supply the Trustee with a list of all of the documents relating to the Mortgage Loans missing from the Mortgage Files.

Section 2.4Notification of Breaches of Representations and Warranties. Upon discovery by the Custodian of a breach of any representation or warranty made by the Depositor as set forth in the Pooling and Servicing Agreement with respect to a Mortgage Loan relating to a Mortgage File, the Custodian shall give prompt written notice to the Depositor, the related Servicer and the Trustee.

Section 2.5Custodian to Cooperate: Release of Mortgage Files. Upon receipt of written notice from the Trustee that the Seller has repurchased a Mortgage Loan pursuant to Article II of the Pooling and Servicing Agreement, and that the purchase price therefore has been deposited in the Distribution Account, then the Custodian agrees to promptly release to the Seller the related Mortgage File.

Upon the Custodian’s receipt of a request for release (a “Request for Release”) substantially in the form of Exhibit D to the Pooling and Servicing Agreement signed by a Servicing Officer of the related Servicer stating that it has received payment in full of a Mortgage Loan or that payment in full will be escrowed in a manner customary for such purposes, the Custodian agrees promptly to release to the related Servicer the related Mortgage File. The Depositor 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 Substitute Mortgage Loan.

From time to time as is appropriate for the servicing or foreclosure of any Mortgage Loan, including, for this purpose, collection under any Primary Insurance Policy, the related Servicer (or if the Servicer does not, the Master Servicer) shall deliver to the Custodian a Request for Release signed by a Servicing Officer requesting that possession of all of the Mortgage File be released to the related 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 of the Insurance Policies. Upon receipt of the foregoing, the Custodian shall deliver the Mortgage File to the related Servicer. The related Servicer shall cause each Mortgage File or any document therein so released to be returned to the Custodian when the need therefore by the related 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 Distribution 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 related Servicer has delivered to the Custodian 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.

At any time that a Servicer is required to deliver to the Custodian a Request for Release, the Servicer shall deliver two copies of the Request for Release if delivered in hard copy or the Servicer may furnish such Request for Release electronically to the Custodian, in which event the Servicing Officer transmitting the same shall be deemed to have signed the Request for Release. In connection with any Request for Release of a Mortgage File because of a repurchase of a Mortgage Loan, such Request for Release shall be followed by an assignment of mortgage, without recourse, representation or warranty from the Trustee to the Seller and the related Mortgage Note shall be endorsed without recourse by the Trustee and be returned to the Seller; provided, however, that in the case of a Mortgage Loan that is registered on the MERS System, no assignment of mortgage or endorsement of the Mortgage Note by the Trustee shall be required. In connection with any Request for Release of a Mortgage File because of the payment in full of a Mortgage Loan, such Request for Release shall be accompanied by a certificate of satisfaction or other similar instrument to be executed by or on behalf of the Trustee and returned to the related Servicer.

Section 2.6Assumption Agreements. In the event that any assumption agreement, substitution of liability agreement or sale of servicing agreement is entered into with respect to any Mortgage Loan subject to this Agreement in accordance with the terms and provisions of the Pooling and Servicing Agreement, the Master Servicer, to the extent provided in the related Servicing Agreement, shall cause the related Servicer to 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.

ARTICLE III.

CONCERNING THE CUSTODIAN

Section 3.1Custodian as 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 custodial 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 and in the Pooling and Servicing Agreement. Except upon compliance with the provisions of Section 2.5 of this Agreement, no Mortgage Note, Mortgage or Mortgage File shall be delivered by the Custodian to the Depositor, the Servicers or the Master Servicer or otherwise released from the possession of the Custodian.

Section 3.2Reserved.

Section 3.3Custodian 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.

Section 3.4Master 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 or to the extent that such cost or expense is indemnified by the Depositor pursuant to the Pooling and Servicing Agreement.

Section 3.5Custodian 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 written notice of resignation, the Trustee shall either take custody of the Mortgage Files itself and give prompt written notice thereof to the Depositor, 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 written 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 with the consent of the Master Servicer. 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, shall be able to satisfy the other requirements contained in Section 3.7 and shall be unaffiliated with the Servicer or the Depositor.

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 Depositor 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 Depositor and the Master Servicer.

Section 3.6Merger 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, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

Section 3.7Representations 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.

ARTICLE IV.

COMPLIANCE WITH REGULATION AB

Section 4.1Intent of the parties; Reasonableness. The parties hereto acknowledge and agree that the purpose of this Article IV is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. The Depositor shall not exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission under the Securities Act and the Exchange Act. Each of the parties hereto acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the mortgage-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB to the extent reasonably practicable. The Custodian shall cooperate reasonably with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all disclosure, statements, reports, certifications, records and any other information necessary in the reasonable, good faith determination of the Depositor to permit the Depositor to comply with the provisions of Regulation AB.

Section 4.2Additional Representations and Warranties of the Custodian.

(a)The Custodian hereby represents and warrants that the information set forth in the Prospectus Supplement under the caption "Pooling and Servicing Agreement - The Custodian" (the "Custodian Disclosure") does not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

(b)The Custodian shall be deemed to represent to the Depositor as of the date hereof and on each date on which information is provided to the Depositor under Section 4.3 that, except as disclosed in writing to the Depositor prior to such date: (i) there are no aspects of its financial condition that could have a material adverse effect on the performance by it of its Custodian obligations under this Agreement or any other Securitization Transaction as to which it is the custodian; (ii) there are no material legal or governmental proceedings pending (or known to be contemplated) against it; and (iii) there are no affiliations, relationships or transactions relating to the Custodian with respect to the Depositor or any sponsor, issuing entity, servicer, trustee, originator, significant obligor, enhancement or support provider or other material transaction party (as such terms are used in Regulation AB) relating to the Securitization Transaction contemplated by the Agreement, as identified by the Depositor to the Custodian in writing as of the Closing Date (each, a "Transaction Party").

(c)If so requested by the Depositor on any date following the Closing Date, the Custodian shall, within five Business Days following such request, confirm in writing the accuracy of the representations and warranties set forth in paragraph (a) of this Section or, if any such representation and warranty is not accurate as of the date of such confirmation, provide reasonably adequate disclosure of the pertinent facts, in writing, to the requesting party. Any such request from the Depositor shall not be given more than once each calendar quarter, unless the Depositor shall have a reasonable basis for a determination that any of the representations and warranties may not be accurate.

Section 4.3Additional Information to Be Provided by the Custodian. For so long as the Certificates are outstanding, for the purpose of satisfying the Depositor 's reporting obligation under the Exchange Act with respect to any class of Certificates, the Custodian shall (a) notify the Depositor in writing of any material litigation or governmental proceedings pending against the Custodian that would be material to Certificateholders, and (b) provide to the Depositor a written description of such proceedings. Any notices and descriptions required under this Section 4.3 shall be given no later than five Business Days prior to the Determination Date following the month in which the Custodian has knowledge of the occurrence of the relevant event. As of the date the Depositor or Master Servicer files each Report on Form 10-D or Form 10-K with respect to the Certificates, the Custodian will be deemed to represent that any information previously provided under this Section 4.3, if any, is materially correct and does not have any material omissions unless the Custodian has provided an update to such information.

Section 4.4Report on Assessment of Compliance and Attestation. On or before March 15 of each calendar year, the Custodian shall:

(a)deliver to the Depositor a report (in form and substance reasonably satisfactory to the Depositor) regarding the Custodian’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Depositor and signed by an authorized officer of the Custodian, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit Four attached hereto; and

(b)deliver to the Depositor a report of a registered public accounting firm reasonably acceptable to the Depositor that attests to, and reports on, the assessment of compliance made by the Custodian and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act.

Section 4.5Indemnification; Remedies.

(a)The Custodian shall indemnify the Depositor, each affiliate of the Depositor, EMC and each broker dealer acting as underwriter, placement agent or initial purchaser of the Certificates or each Person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

(i) (A) any untrue statement of a material fact contained or alleged to be contained in any information, report, certification, accountants’ attestation or other material provided under this Article IV by or on behalf of the Custodian (collectively, the “Custodian Information”), or (B) the omission or alleged omission to state in the Custodian Information a material fact required to be stated in the Custodian Information or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; or

(ii) any failure by the Custodian to deliver any information, report, certification, accountants’ attestation or other material when and as required under this Article IV; or

(iii) the negligence, bad faith or willful misconduct of the Custodian in the performance of its obligations under this Article IV.

In the case of any failure of performance described in clause (ii) above, the Custodian shall promptly reimburse the Depositor, the Master Servicer and the Securities Administrator for all costs reasonably incurred by any of such Persons in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Custodian.

In no event shall the Custodian or its directors, officers, and employees be liable for any special, indirect or consequential damages from any action taken or omitted to be taken by it or them hereunder or in connection herewith even if advised of the possibility of such damages.

This indemnification shall survive the termination of this Agreement or the termination of the Custodian.

ARTICLE V.

MISCELLANEOUS PROVISIONS

Section 5.1Notices. 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.

Section 5.2Amendments. 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 Depositor, the Master Servicer nor the Trustee shall enter into any amendment hereof except as permitted by the Pooling and Servicing Agreement. The Trustee shall give prompt notice to the Custodian of any amendment or supplement to the Pooling and Servicing Agreement and furnish the Custodian with written copies thereof.

Section 5.3GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Section 5.4Recordation 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 Depositor and at the Trust’s expense, but only upon direction accompanied by an Opinion of Counsel reasonably satisfactory to the Depositor 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.

Section 5.5Severability 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.

IN WITNESS WHEREOF, this Agreement is executed as of the date first above written.

Address: One Federal Street 3rd Floor Boston, Massachusetts 02110 Attention: Telecopy: Confirmation:	U.S. BANK NATIONAL ASSOCIATION, not individually but solely as Trustee By: ________________________________ Name:Karen R. Beard Title: Vice President
Address: 383 Madison Avenue New York, New York 10179	STRUCTURED ASSET MORTGAGE INVESTMENTS II INC. By: ________________________________ Name: Baron Silverstein Title: Vice President
Address: 9062 Old Annapolis Road Columbia, Maryland 21045	WELLS FARGO BANK, N.A., as Master Servicer By: ________________________________ Name:Stacey M. Taylor Title:Vice President
Address: 1015 Tenth Avenue SE Minneapolis, Minnesota 55414	WELLS FARGO BANK, N.A., as Custodian By: ________________________________ Name: Title:

STATE OF MASSACHUSETTS	)
	)	ss.:
COUNTY OF SUFFOLK	)

On the 31^st day of May 2006 before me, a notary public in and for said State, personally appeared ___________, known to me to be a _____________ of U.S. Bank 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 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]

STATE OF MARYLAND	)
	)	ss.:
COUNTY OF HOWARD	)

On the 31st day of May 2006 before me, a notary public in and for said State, personally appeared _____________, known to me to be a ______________ of Wells Fargo Bank, N.A., 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]

STATE OF NEW YORK	)
	)	ss.:
COUNTY OF NEW YORK	)

On the 31^st day of May 2006 before me, a notary public in and for said State, personally appeared ___________________________ known to me to be a ____________________ of Structured Asset Mortgage Investments II 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 MARYLAND	)
	)	ss.:
COUNTY OF HOWARD	)

On the 31^st day of May 2006 before me, a notary public in and for said State, personally appeared ____________, known to me to be a _____________ of Wells Fargo Bank, N.A., 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]

EXHIBIT ONE

FORM OF CUSTODIAN INITIAL CERTIFICATION

May 31, 2006

U.S. Bank National Association One Federal Street, 3^rd Floor Boston, Massachusetts 02110 Structured Asset Mortgage Investments II Inc. 383 Madison Avenue New York, New York 10179

Attention: Structured Asset Mortgage Investments II Inc.

Bear Stearns ARM Trust 2006-2, Mortgage Pass-Through Certificates, Series 2006-2

Re: Custodial Agreement, dated as of May 31, 2006, by and among U.S. Bank National Association, Structured Asset Mortgage Investments II Inc. and Wells Fargo Bank, N.A. relating to Bear Stearns ARM Trust 2006-2, Mortgage Pass-Through Certificates, Series 2006-2 

Ladies and Gentlemen:

In accordance with Section 2.3(a) of the above-captioned Custodial Agreement and, subject to Section 2.02(a) of the Pooling and Servicing Agreement, the undersigned, as Custodian, hereby certifies that it has received a Mortgage File (which contains an original Mortgage Note or lost note affidavit) to the extent required in Section 2.01 of the Pooling and Servicing 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, N.A.
By:
	Name:
	Title:

EXHIBIT TWO

FORM OF CUSTODIAN INTERIM CERTIFICATION

___________, 20__

U.S. Bank National Association One Federal Street, 3^rd Floor Boston, Massachusetts 02110 Structured Asset Mortgage Investments II Inc. 383 Madison Avenue New York, New York 10179

Attention: Structured Asset Mortgage Investments II Inc.

Bear Stearns ARM Trust 2006-2, Mortgage Pass-Through Certificates, Series 2006-2

Re: Custodial Agreement, dated as of May 31, 2006, by and among U.S. Bank National Association, Structured Asset Mortgage Investments II Inc. and Wells Fargo Bank, N.A. relating to Bear Stearns ARM Trust 2006-2, Mortgage Pass-Through Certificates, Series 2006-2

Ladies and Gentlemen:

In accordance with Section 2.3(b) of the above-captioned Custodial Agreement and, subject to Section 2.02(a) of the Pooling and Servicing Agreement, the undersigned, as Custodian, hereby certifies that it has received a Mortgage File to the extent required pursuant to Section 2.01 of the Pooling and Servicing 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, N.A.
By:
	Name:
	Title:

EXHIBIT THREE

FORM OF CUSTODIAN FINAL CERTIFICATION

_______, 20__

U.S. Bank National Association One Federal Street, 3^rd Floor Boston, Massachusetts 02110 Structured Asset Mortgage Investments II Inc. 383 Madison Avenue New York, New York 10179

Attention: Structured Asset Mortgage Investments II Inc.

Bear Stearns ARM Trust 2006-2, Mortgage Pass-Through Certificates, Series 2006-2

Re: Custodial Agreement, dated as of May 31, 2006, by and among U.S. Bank National Association, Structured Asset Mortgage Investments II Inc. and Wells Fargo Bank , National Association relating to Bear Stearns ARM Trust 2006-2, Mortgage Pass-Through Certificates, Series 2006-2

Ladies and Gentlemen:

In accordance with Section 2.3(c) of the above-captioned Custodial Agreement and, subject to Section 2.02(b) of the Pooling and Servicing Agreement, the undersigned, as Custodian, hereby certifies that it has received a Mortgage File to the extent required pursuant to Section 2.01 of the Pooling and Servicing 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 or in the Pooling and Servicing Agreement, as applicable.

WELLS FARGO BANK, N.A.
By:
	Name:
	Title:

EXHIBIT H-1

ARTICLES IV, V AND VI OF THE

COUNTRYWIDE HOME LOANS SERVICING LP SERVICING AGREEMENT

EMC Mortgage Corporation,

                                                                 Purchaser

and

Countrywide Home Loans, Inc.,

                                                                 Company

SELLER’S WARRANTIES AND SERVICING AGREEMENT

Dated as of September 1, 2002

Residential Adjustable Rate Mortgage Loans

TABLE OF CONTENTS

ARTICLE I

DEFINITIONS

ARTICLE II

CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES;

BOOKS AND RECORDS; DELIVERY OF DOCUMENTS

Section 2.01	Conveyance of Mortgage Loans; Possession of Mortgage Files; Maintenance of Servicing Files.
Section 2.02	Books and Records; Transfers of Mortgage Loans.
Section 2.03	Delivery of Documents.
ARTICLE III
REPRESENTATIONS AND WARRANTIES;
REMEDIES AND BREACH
Section 3.01	Company Representations and Warranties.
Section 3.02	Representations and Warranties Regarding Individual Mortgage Loans.
Section 3.03	Remedies for Breach of Representations and Warranties.
Section 3.04	Indemnification.
Section 3.05	Repurchase Upon Conversion.
Section 3.06	Restrictions and Requirements Applicable in the Event that a Mortgage Loan is Acquired by a REMIC
Section 3.07	Review of Mortgage Loans
ARTICLE IV
ADMINISTRATION AND SERVICING OF MORTGAGE LOANS
Section 4.01	Company to Act as Servicer.
Section 4.02	Liquidation of Mortgage Loans.
Section 4.03	Collection of Mortgage Loan Payments.
Section 4.04	Establishment of and Deposits to Custodial Account.
Section 4.05	Permitted Withdrawals From Custodial Account.
Section 4.06	Establishment of and Deposits to Escrow Account.
Section 4.07	Permitted Withdrawals From Escrow Account.
Section 4.08	Payment of Taxes, Insurance and Other Charges.
Section 4.09	Protection of Accounts.
Section 4.10	Maintenance of Hazard Insurance.
Section 4.11	Maintenance of Mortgage Impairment Insurance.
Section 4.12	Maintenance of Fidelity Bond and Errors and Omissions Insurance.
Section 4.13	Inspections.
Section 4.14	Restoration of Mortgaged Property.
Section 4.15	Maintenance of PMI and LPMI Policy; Claims.
Section 4.16	Title, Management and Disposition of REO Property.
Section 4.17	Real Estate Owned Reports.
Section 4.18	Liquidation Reports.
Section 4.19	Reports of Foreclosures and Abandonments of Mortgaged Property.
Section 4.20	Notification of Adjustments.
ARTICLE V
PAYMENTS TO PURCHASER
Section 5.01	Remittances.
Section 5.02	Statements to Purchaser.
Section 5.03	Monthly Advances by Company.
ARTICLE VI
GENERAL SERVICING PROCEDURES
Section 6.01	Transfers of Mortgaged Property.
Section 6.02	Satisfaction of Mortgages and Release of Mortgage Files.
Section 6.03	Servicing Compensation.
Section 6.04	Annual Statement as to Compliance.
Section 6.05	Annual Independent Public Accountants’ Servicing Report.
Section 6.06	Right to Examine Company Records.

EXHIBITS

EXHIBIT A	MORTGAGE LOAN SCHEDULE
EXHIBIT B	CONTENTS OF EACH MORTGAGE FILE
EXHIBIT C	MORTGAGE LOAN DOCUMENTS
EXHIBIT D-1	FORM OF CUSTODIAL ACCOUNT
CERTIFICATION
EXHIBIT D-2	FORM OF CUSTODIAL ACCOUNT
LETTER AGREEMENT
EXHIBIT E-1	FORM OF ESCROW ACCOUNT CERTIFICATION
EXHIBIT E-2	FORM OF ESCROW ACCOUNT
LETTER AGREEMENT
EXHIBIT F	FORM OF MONTHLY REMITTANCE ADVICE
EXHIBIT G	FORM OF ASSIGNMENT AND ASSUMPTION
EXHIBIT H	UNDERWRITING GUIDELINES

This is a Seller’s Warranties and Servicing Agreement for residential adjustable rate first lien mortgage loans, dated and effective as of September 1, 2002, and is executed between EMC Mortgage Corporation, as purchaser (the “Purchaser”), and Countrywide Home Loans, Inc., as seller and servicer (the “Company”).

W I T N E S S E T H:

WHEREAS, from time to time the Purchaser has agreed to purchase from the Company and from time to time the Company has agreed to sell to the Purchaser certain Mortgage Loans (excluding the right to service the Mortgage Loans which the Company expressly retains);

WHEREAS, each of the Mortgage Loans is secured by a mortgage, deed of trust or other security instrument creating a first lien on a residential dwelling located in the jurisdiction indicated on the related Mortgage Loan Schedule, which is annexed hereto as Exhibit A;

WHEREAS, the Company has agreed to service, from time to time, certain of the Mortgage Loans acquired by the Purchaser in accordance with the terms and provisions of this Agreement; and

WHEREAS, the Purchaser and the Company wish to prescribe the manner of purchase of the Mortgage Loans and the management, servicing and control of the Mortgage Loans which from time to time are subject to this Agreement.

NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Purchaser and the Company agree as follows:

ARTICLE IV

ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

Section 4.01 Company to Act as Servicer.

The Company shall service and administer the Mortgage Loans and shall have full power and authority, acting alone, to do any and all things in connection with such servicing and administration which the Company may deem necessary or desirable, consistent with the terms of this Agreement and with Accepted Servicing Practices.

(a)Consistent with the terms of this Agreement, the Company may 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 Company’s reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Purchasers, provided, however, that the Company shall not make any future advances with respect to a Mortgage Loan and (unless the Mortgagor is in default with respect to the Mortgage Loan or such default is, in the judgment of the Company, imminent and the Company has obtained the prior written consent of the Purchaser) the Company shall not permit any modification of any material term of any Mortgage Loan including any modifications that would change the Mortgage Interest Rate change the Index, Lifetime Mortgage Interest Rate Cap, Initial Rate Cap or Gross Margin of any Mortgage Loan, defer or forgive the payment of principal or interest, reduce or increase the outstanding principal balance (except for actual payments of principal) or change the final maturity date on such Mortgage Loan. In the event of any such modification which permits the deferral of interest or principal payments on any Mortgage Loan, the Company shall, on the Business Day immediately preceding the Remittance Date in any month in which any such principal or interest payment has been deferred, deposit in the Custodial Account from its own funds, in accordance with Section 5.03, the difference between (a) such month’s principal and one month’s interest at the Mortgage Loan Remittance Rate on the unpaid principal balance of such Mortgage Loan and (b) the amount paid by the Mortgagor. The Company shall be entitled to reimbursement for such advances to the same extent as for all other advances made pursuant to Section 5.03. Without limiting the generality of the foregoing, the Company shall continue, and is hereby authorized and empowered, to execute and deliver on behalf of itself and the Purchasers, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Mortgage Loans and with respect to the Mortgaged Properties. If reasonably required by the Company, the Purchaser shall furnish the Company with any powers of attorney and other documents necessary or appropriate to enable the Company to carry out its servicing and administrative duties under this Agreement.

In servicing and administering the Mortgage Loans, the Company shall employ procedures (including collection procedures) and exercise the same care that it customarily employs and exercises in servicing and administering mortgage loans for its own account, giving due consideration to Accepted Servicing Practices where such practices do not conflict with the requirements of this Agreement, and the Purchaser’s reliance on the Company.

The Mortgage Loans may be subserviced by the Subservicer on behalf of the Company provided that the Subservicer is a Fannie Mae-approved lender or a Freddie Mac seller/servicer in good standing, and no event has occurred, including but not limited to a change in insurance coverage, which would make it unable to comply with the eligibility requirements for lenders imposed by Fannie Mae or for seller/servicers imposed by Freddie Mac, or which would require notification to Fannie Mae or Freddie Mac. The Company may perform any of its servicing responsibilities hereunder or may cause the Subservicer to perform any such servicing responsibilities on its behalf, but the use by the Company of the Subservicer shall not release the Company from any of its obligations hereunder and the Company shall remain responsible hereunder for all acts and omissions of the Subservicer as fully as if such acts and omissions were those of the Company. The Company shall pay all fees and expenses of the Subservicer from its own funds, and the Subservicer’s fee shall not exceed the Servicing Fee.

At the cost and expense of the Company, without any right of reimbursement from the Custodial Account, the Company shall be entitled to terminate the rights and responsibilities of the Subservicer and arrange for any servicing responsibilities to be performed by a successor Subservicer meeting the requirements in the preceding paragraph, provided, however, that nothing contained herein shall be deemed to prevent or prohibit the Company, at the Company’s option, from electing to service the related Mortgage Loans itself. In the event that the Company’s responsibilities and duties under this Agreement are terminated pursuant to Section 9.04, 10.01 or 11.02, and if requested to do so by the Purchaser, the Company shall at its own cost and expense terminate the rights and responsibilities of the Subservicer as soon as is reasonably possible. The Company shall pay all fees, expenses or penalties necessary in order to terminate the rights and responsibilities of the Subservicer from the Company’s own funds without reimbursement from the Purchaser.

Notwithstanding any of the provisions of this Agreement relating to agreements or arrangements between the Company and the Subservicer or any reference herein to actions taken through the Subservicer or otherwise, the Company shall not be relieved of its obligations to the Purchaser and shall be obligated to the same extent and under the same terms and conditions as if it alone were servicing and administering the Mortgage Loans. The Company shall be entitled to enter into an agreement with the Subservicer for indemnification of the Company by the Subservicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification.

Any Subservicing Agreement and any other transactions or services relating to the Mortgage Loans involving the Subservicer shall be deemed to be between the Subservicer and Company alone, and the Purchaser shall have no obligations, duties or liabilities with respect to the Subservicer including no obligation, duty or liability of Purchaser to pay the Subservicer’s fees and expenses. For purposes of distributions and advances by the Company pursuant to this Agreement, the Company shall be deemed to have received a payment on a Mortgage Loan when the Subservicer has received such payment.

Section 4.02 Liquidation of Mortgage Loans.

In the event that any payment due under any Mortgage Loan and not postponed pursuant to Section 4.01 is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Company shall take such action as (1) the Company would take under similar circumstances with respect to a similar mortgage loan held for its own account for investment, (2) shall be consistent with Accepted Servicing Practices, (3) the Company shall determine prudently to be in the best interest of Purchaser, and (4) is consistent with any related PMI Policy. In the event that any payment due under any Mortgage Loan is not postponed pursuant to Section 4.01 and remains delinquent for a period of 90 days or any other default continues for a period of 90 days beyond the expiration of any grace or cure period, the Company shall commence foreclosure proceedings, provided that, prior to commencing foreclosure proceedings, the Company shall notify the Purchaser in writing of the Company’s intention to do so, and the Company shall not commence foreclosure proceedings if the Purchaser objects to such action within 10 Business Days of receiving such notice. In the event the Purchaser objects to such foreclosure action, the Company shall not be required to make Monthly Advances with respect to such Mortgage Loan, pursuant to Section 5.03, and the Company’s obligation to make such Monthly Advances shall terminate on the 90th day referred to above. In such connection, the Company shall from its own funds make all necessary and proper Servicing Advances, provided, however, that the Company shall not be required to expend its own funds in connection with any foreclosure or towards the restoration or preservation of any Mortgaged Property, unless it shall determine (a) that such preservation, restoration and/or foreclosure will increase the proceeds of liquidation of the Mortgage Loan to Purchaser after reimbursement to itself for such expenses and (b) that such expenses will be recoverable by it either through Liquidation Proceeds (respecting which it shall have priority for purposes of withdrawals from the Custodial Account pursuant to Section 4.05) or through Insurance Proceeds (respecting which it shall have similar priority).

Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Company has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property to be conducted by a qualified inspector. Upon completion of the inspection, the Company shall promptly provide the Purchaser with a written report of the environmental inspection.

After reviewing the environmental inspection report, the Purchaser shall determine how the Company shall proceed with respect to the Mortgaged Property. In the event (a) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes and (b) the Purchaser directs the Company to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Company shall be reimbursed for all costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient to fully reimburse the Company, the Company shall be entitled to be reimbursed from amounts in the Custodial Account pursuant to Section 4.05 hereof. In the event the Purchaser directs the Company not to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Company shall be reimbursed for all Servicing Advances made with respect to the related Mortgaged Property from the Custodial Account pursuant to Section 4.05 hereof.

Section 4.03 Collection of Mortgage Loan Payments.

Continuously from the date hereof until the principal and interest on all Mortgage Loans are paid in full, the Company shall proceed diligently to collect all payments due under each of the Mortgage Loans when the same shall become due and payable and shall take special care in ascertaining and estimating Escrow Payments and all other charges that will become due and payable with respect to the Mortgage Loan and the Mortgaged Property, to the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

Section 4.04 Establishment of and Deposits to Custodial Account.

The Company shall segregate and hold all funds collected and received pursuant to a Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts, in the form of time deposit or demand accounts, titled “Countrywide Home Loans, Inc. in trust for EMC Mortgage Corporation, as purchaser of Residential Adjustable Rate Mortgage Loans and various Mortgagors”. The Custodial Account shall be established with a Qualified Depository acceptable to the Purchaser. Any funds deposited in the Custodial Account shall at all times be fully insured to the full extent permitted under applicable law. Funds deposited in the Custodial Account may be drawn on by the Company in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a certification in the form of Exhibit D-1 hereto, in the case of an account established with the Company, or by a letter agreement in the form of Exhibit D-2 hereto, in the case of an account held by a depository other than the Company. A copy of such certification or letter agreement shall be furnished to the Purchaser and, upon request, to any subsequent Purchaser.

The Company shall deposit in the Custodial Account within two Business Days of receipt, and retain therein, the following collections received by the Company and payments made by the Company after the related Cut-off Date, (other than payments of principal and interest due on or before the related Cut-off Date, or received by the Company prior to the related Cut-off Date but allocable to a period subsequent thereto or with respect to each LPMI Loan, in the amount of the LPMI Fee):

(i)all payments on account of principal on the Mortgage Loans, including all Principal Prepayments;

(ii)all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate;

(iii)all Liquidation Proceeds;

(iv)all Insurance Proceeds including amounts required to be deposited pursuant to Section 4.10, Section 4.11, Section 4.14 and Section 4.15;

(v)all Condemnation Proceeds which are not applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Section 4.14;

(vi)any amount required to be deposited in the Custodial Account pursuant to Section 4.01, 4.09, 5.03, 6.01 or 6.02;

(vii)any amounts payable in connection with the repurchase of any Mortgage Loan pursuant to Section 3.03, 3.05 or 3.07 and all amounts required to be deposited by the Company in connection with a shortfall in principal amount of any Qualified Substitute Mortgage Loan pursuant to Section 3.03;

(viii)with respect to each Principal Prepayment in full or in part, the Prepayment Interest Shortfall Amount, if any, for the month of distribution. Such deposit shall be made from the Company’s own funds, without reimbursement therefor up to a maximum amount per month of the Servicing Fee actually received for such month for the Mortgage Loans;

(ix)any amounts required to be deposited by the Company pursuant to Section 4.11 in connection with the deductible clause in any blanket hazard insurance policy; and

(x)any amounts received with respect to or related to any REO Property and all REO Disposition Proceeds pursuant to Section 4.16.

The foregoing requirements for deposit into the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Company into the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Company and the Company shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05.

Section 4.05 Permitted Withdrawals From Custodial Account.

The Company shall, from time to time, withdraw funds from the Custodial Account for the following purposes:

(i)to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

(ii)to reimburse itself for Monthly Advances of the Company’s funds made pursuant to Section 5.03, the Company’s right to reimburse itself pursuant to this subclause (ii) being limited to amounts received on the related Mortgage Loan which represent late payments of principal and/or interest respecting which any such advance was made, it being understood that, in the case of any such reimbursement, the Company’s right thereto shall be prior to the rights of Purchaser, except that, where the Company is required to repurchase a Mortgage Loan pursuant to Section 3.03, 3.05, 3.07 or 6.02, the Company’s right to such reimbursement shall be subsequent to the payment to the Purchaser of the Repurchase Price pursuant to such sections and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

(iii)to reimburse itself for unreimbursed Servicing Advances, and for any unpaid Servicing Fees, the Company’s right to reimburse itself pursuant to this subclause (iii) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Company from the Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Company’s right thereto shall be prior to the rights of Purchaser except where the Company is required to repurchase a Mortgage Loan pursuant to Section 3.03, 3.05, 3.07 or 6.02, in which case the Company’s right to such reimbursement shall be subsequent to the payment to the Purchasers of the Repurchase Price pursuant to such sections and all other amounts required to be paid to the Purchasers with respect to such Mortgage Loan;

(iv)to pay itself interest on funds deposited in the Custodial Account;

(v)to reimburse itself for expenses incurred and reimbursable to it pursuant to Section 9.01;

(vi)to pay any amount required to be paid pursuant to Section 4.16 related to any REO Property, it being understood that in the case of any such expenditure or withdrawal related to a particular REO Property, the amount of such expenditure or withdrawal from the Custodial Account shall be limited to amounts on deposit in the Custodial Account with respect to the related REO Property;

(vii)to clear and terminate the Custodial Account upon the termination of this Agreement; and

(viii)to withdraw funds deposited in error.

In the event that the Custodial Account is interest bearing, on each Remittance Date, the Company shall withdraw all funds from the Custodial Account except for those amounts which, pursuant to Section 5.01, the Company is not obligated to remit on such Remittance Date. The Company may use such withdrawn funds only for the purposes described in this Section 4.05.

Section 4.06 Establishment of and Deposits to Escrow Account.

The Company shall segregate and hold all funds collected and received pursuant to a Mortgage Loan constituting Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts, in the form of time deposit or demand accounts, titled, “Countrywide Home Loans, Inc., in trust for the EMC Mortgage Corporation, as purchaser of Residential Adjustable Rate Mortgage Loans and various Mortgagors”. The Escrow Accounts shall be established with a Qualified Depository, in a manner which shall provide maximum available insurance thereunder. Funds deposited in the Escrow Account may be drawn on by the Company in accordance with Section 4.07. The creation of any Escrow Account shall be evidenced by a certification in the form of Exhibit E-1 hereto, in the case of an account established with the Company, or by a letter agreement in the form of Exhibit E-2 hereto, in the case of an account held by a depository other than the Company. A copy of such certification shall be furnished to the Purchaser and, upon request, to any subsequent Purchaser.

The Company shall deposit in the Escrow Account or Accounts within two Business Days of receipt, and retain therein:

(i)all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any such items as required under the terms of this Agreement; and

(ii)all amounts representing Insurance Proceeds or Condemnation Proceeds which are to be applied to the restoration or repair of any Mortgaged Property.

The Company shall make withdrawals from the Escrow Account only to effect such payments as are required under this Agreement, as set forth in Section 4.07. The Company shall be entitled to retain any interest paid on funds deposited in the Escrow Account by the depository institution, other than interest on escrowed funds required by law to be paid to the Mortgagor. To the extent required by law, the Company shall pay interest on escrowed funds to the Mortgagor notwithstanding that the Escrow Account may be non-interest bearing or that interest paid thereon is insufficient for such purposes.

Section 4.07 Permitted Withdrawals From Escrow Account.

Withdrawals from the Escrow Account or Accounts may be made by the Company only:

(i)to effect timely payments of ground rents, taxes, assessments, water rates, mortgage insurance premiums, condominium charges, fire and hazard insurance premiums or other items constituting Escrow Payments for the related Mortgage;

(ii)to reimburse the Company for any Servicing Advances made by the Company pursuant to Section 4.08 with respect to a related Mortgage Loan, but only from amounts received on the related Mortgage Loan which represent late collections of Escrow Payments thereunder;

(iii)to refund to any Mortgagor any funds found to be in excess of the amounts required under the terms of the related Mortgage Loan;

(iv)for transfer to the Custodial Account and application to reduce the principal balance of the Mortgage Loan in accordance with the terms of the related Mortgage and Mortgage Note;

(v)for application to restoration or repair of the Mortgaged Property in accordance with the procedures outlined in Section 4.14;

(vi)to pay to the Company, or any Mortgagor to the extent required by law, any interest paid on the funds deposited in the Escrow Account;

(vii)to clear and terminate the Escrow Account on the termination of this Agreement; and

(viii)to withdraw funds deposited in error.

Section 4.08 Payment of Taxes, Insurance and Other Charges.

With respect to each Mortgage Loan, the Company shall maintain accurate records reflecting the status of ground rents, taxes, assessments, water rates, sewer rents, and other charges which are or may become a lien upon the Mortgaged Property and the status of PMI Policy premiums and fire and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges (including renewal premiums) and shall effect payment thereof prior to the applicable penalty or termination date, employing for such purpose deposits of the Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Company in amounts sufficient for such purposes, as allowed under the terms of the Mortgage. To the extent that a Mortgage does not provide for Escrow Payments, the Company shall determine that any such payments are made by the Mortgagor at the time they first become due. The Company assumes full responsibility for the timely payment of all such bills and shall effect timely payment of all such charges irrespective of each Mortgagor’s faithful performance in the payment of same or the making of the Escrow Payments, and the Company shall make advances from its own funds to effect such payments.

Section 4.09 Protection of Accounts.

The Company may transfer the Custodial Account or the Escrow Account to a different Qualified Depository from time to time. Upon any such transfer, the Company shall promptly notify the Purchaser and deliver to the Purchaser a Custodial Account Certification or Escrow Account Certification (as applicable) in the form of Exhibit D-1 or E-1 to this agreement.

The Company shall bear any expenses, losses or damages sustained by the Purchaser because the Custodial Account and/or the Escrow Account are not demand deposit accounts.

Amounts on deposit in the Custodial Account and the Escrow Account may at the option of the Company be invested in Eligible Investments; provided that in the event that amounts on deposit in the Custodial Account or the Escrow Account exceed the amount fully insured by the FDIC (the “Insured Amount”) the Company shall be obligated to invest the excess amount over the Insured Amount in Eligible Investments on the same Business Day as such excess amount becomes present in the Custodial Account or the Escrow Account. Any such Eligible Investment shall mature no later than the Determination Date next following the date of such Eligible Investment, provided, however, that if such Eligible Investment is an obligation of a Qualified Depository (other than the Company) that maintains the Custodial Account or the Escrow Account, then such Eligible Investment may mature on such Remittance Date. Any such Eligible Investment shall be made in the name of the Company in trust for the benefit of the Purchaser. All income on or gain realized from any such Eligible Investment shall be for the benefit of the Company and may be withdrawn at any time by the Company. Any losses incurred in respect of any such investment shall be deposited in the Custodial Account or the Escrow Account, by the Company out of its own funds immediately as realized.

Section 4.10 Maintenance of Hazard Insurance.

The Company shall cause to be maintained for each Mortgage Loan hazard insurance such that all buildings upon the Mortgaged Property are insured by a generally acceptable insurer rated A:VI or better in the current Best’s Key Rating Guide (“Best’s”) against loss by fire, hazards of extended coverage and such other hazards as are customary in the area where the Mortgaged Property is located, in an amount which is at least equal to the lesser of (i) the replacement value of the improvements securing such Mortgage Loan and (ii) the greater of (a) the outstanding principal balance of the Mortgage Loan and (b) an amount such that the proceeds thereof shall be sufficient to prevent the Mortgagor or the loss payee from becoming a co-insurer.

If a Mortgaged Property is located in an area identified in the Federal Register by the Flood Emergency Management Agency as having special flood hazards (and such flood insurance has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect with a generally acceptable insurance carrier rated A:VI or better in Best’s in an amount representing coverage equal to the lesser of (i) the minimum amount required, under the terms of coverage, to compensate for any damage or loss on a replacement cost basis (or the unpaid balance of the mortgage if replacement cost coverage is not available for the type of building insured) and (ii) the maximum amount of insurance which is available under the Flood Disaster Protection Act of 1973, as amended. If at any time during the term of the Mortgage Loan, the Company determines in accordance with applicable law and pursuant to the Fannie Mae Guides that a Mortgaged Property is located in a special flood hazard area and is not covered by flood insurance or is covered in an amount less than the amount required by the Flood Disaster Protection Act of 1973, as amended, the Company shall notify the related Mortgagor that the Mortgagor must obtain such flood insurance coverage, and if said Mortgagor fails to obtain the required flood insurance coverage within forty-five (45) days after such notification, the Company shall immediately force place the required flood insurance on the Mortgagor’s behalf.

If a Mortgage is secured by a unit in a condominium project, the Company shall verify that the coverage required of the owner’s association, including hazard, flood, liability, and fidelity coverage, is being maintained in accordance with then current Fannie Mae requirements, and secure from the owner’s association its agreement to notify the Company promptly of any change in the insurance coverage or of any condemnation or casualty loss that may have a material effect on the value of the Mortgaged Property as security.

The Company shall cause to be maintained on each Mortgaged Property earthquake or such other or additional insurance as may be required pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance, or pursuant to the requirements of any private mortgage guaranty insurer, or as may be required to conform with Accepted Servicing Practices.

In the event that any Purchaser or the Company shall determine that the Mortgaged Property should be insured against loss or damage by hazards and risks not covered by the insurance required to be maintained by the Mortgagor pursuant to the terms of the Mortgage, the Company shall communicate and consult with the Mortgagor with respect to the need for such insurance and bring to the Mortgagor’s attention the desirability of protection of the Mortgaged Property.

All policies required hereunder shall name the Company as loss payee and shall be endorsed with standard or union mortgagee clauses, without contribution, which shall provide for at least 30 days prior written notice of any cancellation, reduction in amount or material change in coverage.

The Company shall not interfere with the Mortgagor’s freedom of choice in selecting either his insurance carrier or agent, provided, however, that the Company shall not accept any such insurance policies from insurance companies unless such companies are rated A:VI or better in Best’s and are licensed to do business in the jurisdiction in which the Mortgaged Property is located. The Company shall determine that such policies provide sufficient risk coverage and amounts, that they insure the property owner, and that they properly describe the property address. The Company shall furnish to the Mortgagor a formal notice of expiration of any such insurance in sufficient time for the Mortgagor to arrange for renewal coverage by the expiration date.

Pursuant to Section 4.04, any amounts collected by the Company under any such policies (other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the related Mortgaged Property, or property acquired in liquidation of the Mortgage Loan, or to be released to the Mortgagor, in accordance with the Company’s normal servicing procedures as specified in Section 4.14) shall be deposited in the Custodial Account subject to withdrawal pursuant to Section 4.05.

Section 4.11 Maintenance of Mortgage Impairment Insurance.

In the event that the Company shall obtain and maintain a blanket policy insuring against losses arising from fire and hazards covered under extended coverage on all of the Mortgage Loans, then, to the extent such policy provides coverage in an amount equal to the amount required pursuant to Section 4.10 and otherwise complies with all other requirements of Section 4.10, it shall conclusively be deemed to have satisfied its obligations as set forth in Section 4.10. Any amounts collected by the Company under any such policy relating to a Mortgage Loan shall be deposited in the Custodial Account subject to withdrawal pursuant to Section 4.05. Such policy may contain a deductible clause, in which case, in the event that there shall not have been maintained on the related Mortgaged Property a policy complying with Section 4.10, and there shall have been a loss which would have been covered by such policy, the Company shall deposit in the Custodial Account at the time of such loss the amount not otherwise payable under the blanket policy because of such deductible clause, such amount to deposited from the Company’s funds, without reimbursement therefor. Upon request of any Purchaser, the Company shall cause to be delivered to such Purchaser a certified true copy of such policy and a statement from the insurer thereunder that such policy shall in no event be terminated or materially modified without 30 days’ prior written notice to such Purchaser.

Section 4.12 Maintenance of Fidelity Bond and Errors and Omissions Insurance.

The Company shall maintain with responsible companies, at its own expense, a blanket Fidelity Bond and an Errors and Omissions Insurance Policy, with broad coverage on all officers, employees or other persons acting in any capacity requiring such persons to handle funds, money, documents or papers relating to the Mortgage Loans (“Company Employees”). Any such Fidelity Bond and Errors and Omissions Insurance Policy shall be in the form of the Mortgage Banker’s Blanket Bond and shall protect and insure the Company against losses, including forgery, theft, embezzle-ment, fraud, errors and omissions and negligent acts of such Company Employees. Such Fidelity Bond and Errors and Omissions Insurance Policy also shall protect and insure the Company against losses in connection with the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby. No provision of this Section 4.12 requiring such Fidelity Bond and Errors and Omissions Insurance Policy shall diminish or relieve the Company from its duties and obligations as set forth in this Agreement. The minimum coverage under any such bond and insurance policy shall be acceptable to Fannie Mae or Freddie Mac. Upon the request of any Purchaser, the Company shall cause to be delivered to such Purchaser a certified true copy of such fidelity bond and insurance policy and a statement from the surety and the insurer that such fidelity bond and insurance policy shall in no event be terminated or materially modified without 30 days’ prior written notice to the Purchaser.

Section 4.13 Inspections.

The Company shall inspect the Mortgaged Property as often as deemed necessary by the Company to assure itself that the value of the Mortgaged Property is being preserved. In addition, if any Mortgage Loan is more than 60 days delinquent, the Company immediately shall inspect the Mortgaged Property and shall conduct subsequent inspections in accordance with Accepted Servicing Practices or as may be required by the primary mortgage guaranty insurer. The Company shall keep a written report of each such inspection.

Section 4.14 Restoration of Mortgaged Property.

The Company need not obtain the approval of the Purchaser prior to releasing any Insurance Proceeds or Condemnation Proceeds to the Mortgagor to be applied to the restoration or repair of the Mortgaged Property if such release is in accordance with Accepted Servicing Practices. At a minimum, the Company shall comply with the following conditions in connection with any such release of Insurance Proceeds or Condemnation Proceeds:

(i)the Company shall receive satisfactory independent verification of completion of repairs and issuance of any required approvals with respect thereto;

(ii)the Company shall take all steps necessary to preserve the priority of the lien of the Mortgage, including, but not limited to requiring waivers with respect to mechanics’ and materialmen’s liens;

(iii)the Company shall verify that the Mortgage Loan is not in default; and

(iv)pending repairs or restoration, the Company shall place the Insurance Proceeds or Condemnation Proceeds in the Custodial Account.

If the Purchaser is named as an additional loss payee, the Company is hereby empowered to endorse any loss draft issued in respect of such a claim in the name of the Purchaser.

Section 4.15 Maintenance of PMI and LPMI Policy; Claims.

(a) With respect to each Mortgage Loan with a LTV in excess of 95%, the Company shall:

(i) with respect to Mortgage Loans which are not LPMI Loans, in accordance with state and federal laws and without any cost to the Purchaser, maintain or cause the Mortgagor to maintain in full force and effect a PMI Policy with a minimum of 35% coverage insuring that portion of the Mortgage Loan in excess of 68% (or such other percentage as stated in the related Acknowledgment Agreement) of value, and shall pay or shall cause the Mortgagor to pay the premium thereon on a timely basis, until the LTV of such Mortgage Loan is reduced to 80%. In the event that such PMI Policy shall be terminated, the Company shall obtain from another Qualified Insurer a comparable replacement policy, with a total coverage equal to the remaining coverage of such terminated PMI Policy, at substantially the same fee level. If the insurer shall cease to be a Qualified Insurer, the Company shall determine whether recoveries under the PMI Policy are jeopardized for reasons related to the financial condition of such insurer, it being understood that the Company shall in no event have any responsibility or liability for any failure to recover under the PMI Policy for such reason. If the Company determines that recoveries are so jeopardized, it shall notify the Purchaser and the Mortgagor, if required, and obtain from another Qualified Insurer a replacement insurance policy. The Company shall not take any action which would result in noncoverage under any applicable PMI Policy of any loss which, but for the actions of the Company would have been covered thereunder. In connection with any assumption or substitution agreement entered into or to be entered into pursuant to Section 4.01, the Company shall promptly notify the insurer under the related PMI Policy, if any, of such assumption or substitution of liability in accordance with the terms of such PMI Policy and shall take all actions which may be required by such insurer as a condition to the continuation of coverage under such PMI Policy. If such PMI Policy is terminated as a result of such assumption or substitution of liability, the Company shall obtain a replacement PMI Policy as provided above.

(ii) with respect to LPMI Loans, maintain in full force and effect an LPMI Policy insuring that portion of the Mortgage Loan with a minimum of 35% coverage insuring that portion of the Mortgage Loan in excess of 68% (or such other percentage as stated in the related Acknowledgment Agreement) of value, and from time to time, withdraw the LPMI Fee with respect to such LPMI Loan from the Custodial Account in order to pay the premium thereon on a timely basis, until the LTV of such Mortgage Loan is reduced to 80%. In the event that the interest payments made with respect to any LPMI Loan are less than the LPMI Fee, the Company shall advance from its own funds the amount of any such shortfall in the LPMI Fee, in payment of the premium on the related LPMI Policy. Any such advance shall be a Servicing Advance subject to reimbursement pursuant to the provisions on Section 2.05. In the event that such LPMI Policy shall be terminated, the Company shall obtain from another Qualified Insurer a comparable replacement policy, with a total coverage equal to the remaining coverage of such terminated LPMI Policy, at substantially the same fee level. If the insurer shall cease to be a Qualified Insurer, the Company shall determine whether recoveries under the LPMI Policy are jeopardized for reasons related to the financial condition of such insurer, it being understood that the Company shall in no event have any responsibility or liability for any failure to recover under the LPMI Policy for such reason. If the Company determines that recoveries are so jeopardized, it shall notify the Purchaser and the Mortgagor, if required, and obtain from another Qualified Insurer a replacement insurance policy. The Company shall not take any action which would result in noncoverage under any applicable LPMI Policy of any loss which, but for the actions of the Company would have been covered thereunder. In connection with any assumption or substitution agreement entered into or to be entered into pursuant to Section 6.01, the Company shall promptly notify the insurer under the related LPMI Policy, if any, of such assumption or substitution of liability in accordance with the terms of such LPMI Policy and shall take all actions which may be required by such insurer as a condition to the continuation of coverage under such PMI Policy. If such LPMI Policy is terminated as a result of such assumption or substitution of liability, the Company shall obtain a replacement LPMI Policy as provided above.

(b)In connection with its activities as servicer, the Company agrees to prepare and present, on behalf of itself and the Purchaser, claims to the insurer under any PMI Policy or LPMI Policy in a timely fashion in accordance with the terms of such PMI Policy or LPMI Policy and, in this regard, to take such action as shall be necessary to permit recovery under any PMI Policy or LPMI Policy respecting a defaulted Mortgage Loan. Pursuant to Section 4.04, any amounts collected by the Company under any PMI Policy or LPMI Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 4.05.

(c)Purchaser, in its sole discretion, at any time, may (i) either obtain an additional PMI Policy on any Mortgage Loan which already has a PMI Policy in place, or (ii) obtain a PMI Policy for any Mortgage Loan which does not already have a PMI Policy in place. In any event, the Company agrees to administer such PMI Policies in accordance with the Agreement or any Reconstitution Agreement.

Section 4.16 Title, Management and Disposition of REO Property.

In the event that title to any Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the Purchaser, or in the event the Purchaser is not authorized or permitted to hold title to real property in the state where the REO Property is located, or would be adversely affected under the “doing business” or tax laws of such state by so holding title, the deed or certificate of sale shall be taken in the name of such Person or Persons as shall be consistent with an Opinion of Counsel obtained by the Company from any attorney duly licensed to practice law in the state where the REO Property is located. The Person or Persons holding such title other than the Purchaser shall acknowledge in writing that such title is being held as nominee for the Purchaser.

The Company shall manage, conserve, protect and operate each REO Property for the Purchaser solely for the purpose of its prompt disposition and sale. The Company, either itself or through an agent selected by the Company, shall manage, conserve, protect and operate the REO Property in the same manner that it manages, conserves, protects and operates other foreclosed property for its own account, and in the same manner that similar property in the same locality as the REO Property is managed. The Company shall attempt to sell the same (and may temporarily rent the same for a period not greater than one year, except as otherwise provided below) on such terms and conditions as the Company deems to be in the best interest of the Purchaser.

The Company shall use its best efforts to dispose of the REO Property as soon as possible and shall sell such REO Property in any event within one year after title has been taken to such REO Property, unless (i) (A) a REMIC election has not been made with respect to the arrangement under which the Mortgage Loans and the REO Property are held, and (ii) the Company determines, and gives an appropriate notice to the Purchaser to such effect, that a longer period is necessary for the orderly liquidation of such REO Property. If a period longer than one year is permitted under the foregoing sentence and is necessary to sell any REO Property the Company shall report monthly to the Purchaser as to the progress being made in selling such REO Property.

The Company shall also maintain on each REO Property fire and hazard insurance with extended coverage in amount which is at least equal to the maximum insurable value of the improvements which are a part of such property, liability insurance and, to the extent required and available under the Flood Disaster Protection Act of 1973, as amended, flood insurance in the amount required above.

The disposition of REO Property shall be carried out by the Company at such price, and upon such terms and conditions, as the Company deems to be in the best interests of the Purchaser. The proceeds of sale of the REO Property shall be promptly deposited in the Custodial Account. As soon as practical thereafter the expenses of such sale shall be paid and the Company shall reimburse itself for any related unreimbursed Servicing Advances, unpaid Servicing Fees and unreimbursed advances made pursuant to Section 5.03, and on the Remittance Date immediately following the Principal Prepayment Period in which such sale proceeds are received the net cash proceeds of such sale remaining in the Custodial Account shall be distributed to the Purchaser.

The Company shall withdraw the Custodial Account funds necessary for the proper operation, management and maintenance of the REO Property, including the cost of maintaining any hazard insurance pursuant to Section 4.10 and the fees of any managing agent of the Company, a Subservicer, or the Company itself. The REO management fee shall be an amount that is reasonable and customary in the area where the Mortgaged Property is located. The Company shall make monthly distributions on each Remittance Date to the Purchasers of the net cash flow from the REO Property (which shall equal the revenues from such REO Property net of the expenses described in this Section 4.16 and of any reserves reasonably required from time to time to be maintained to satisfy anticipated liabilities for such expenses).

Section 4.17 Real Estate Owned Reports.

Together with the statement furnished pursuant to Section 5.02, the Company shall furnish to the Purchaser on or before the Remittance Date each month a statement with respect to any REO Property covering the operation of such REO Property for the previous month and the Company’s efforts in connection with the sale of such REO Property and any rental of such REO Property incidental to the sale thereof for the previous month. That statement shall be accompanied by such other information as the Purchaser shall reasonably request.

Section 4.18 Liquidation Reports.

Upon the foreclosure sale of any Mortgaged Property or the acquisition thereof by the Purchaser pursuant to a deed in lieu of foreclosure, the Company shall submit to the Purchaser a liquidation report with respect to such Mortgaged Property.

Section 4.19 Reports of Foreclosures and Abandonments of Mortgaged Property.

Following the foreclosure sale or abandonment of any Mortgaged Property, the Company shall report such foreclosure or abandonment as required pursuant to Section 6050J of the Code.

Section 4.20 Notification of Adjustments.

With respect to each Mortgage Loan, the Company shall adjust the Mortgage Interest Rate on the related Interest Rate Adjustment Date and shall adjust the Monthly Payment on the related Payment Adjustment Date in compliance with the requirements of applicable law and the related Mortgage and Mortgage Note. If, pursuant to the terms of the Mortgage Note, another index is selected for determining the Mortgage Interest Rate, the same index will be used with respect to each Mortgage Note which requires a new index to be selected, provided that such selection does not conflict with the terms of the related Mortgage Note. The Company shall execute and deliver any and all necessary notices required under applicable law and the terms of the related Mortgage Note and Mortgage regarding the Mortgage Interest Rate and the Monthly Payment adjustments. The Company shall promptly upon written request thereof, deliver to the Purchaser such notifications and any additional applicable data regarding such adjustments and the methods used to calculate and implement such adjustments. Upon the discovery by the Company, or the Purchaser that the Company has failed to adjust a Mortgage Interest Rate or a Monthly Payment pursuant to the terms of the related Mortgage Note and Mortgage, the Company shall immediately deposit in the Custodial Account from its own funds the amount of any interest loss caused the Purchaser thereby.

ARTICLE V

PAYMENTS TO PURCHASER

Section 5.01 Remittances.

On each Remittance Date the Company shall remit by wire transfer of immediately available funds to the Purchaser (a) all amounts deposited in the Custodial Account as of the close of business on the Determination Date (net of charges against or withdrawals from the Custodial Account pursuant to Section 4.05), plus (b) all amounts, if any, which the Company is obligated to distribute pursuant to Section 5.03, minus (c) any amounts attributable to Principal Prepayments received after the applicable Principal Prepayment Period which amounts shall be remitted on the following Remittance Date, together with any additional interest required to be deposited in the Custodial Account in connection with such Principal Prepayment in accordance with Section 4.04(viii), and minus (d) any amounts attributable to Monthly Payments collected but due on a Due Date or Dates subsequent to the first day of the month of the Remittance Date, which amounts shall be remitted on the Remittance Date next succeeding the Due Period for such amounts.

With respect to any remittance received by the Purchaser after the second Business Day following the Business Day on which such payment was due, the Company shall pay to the Purchaser interest on any such late payment at an annual rate equal to the Prime Rate, adjusted as of the date of each change, plus three percentage points, but in no event greater than the maximum amount permitted by applicable law. Such interest shall be deposited in the Custodial Account by the Company on the date such late payment is made and shall cover the period commencing with the day following such second Business Day and ending with the Business Day on which such payment is made, both inclusive. Such interest shall be remitted along with the distribution payable on the next succeeding Remittance Date. The payment by the Company of any such interest shall not be deemed an extension of time for payment or a waiver of any Event of Default by the Company.

Section 5.02 Statements to Purchaser.

Not later than the 10^th day of each calendar month, the Company shall furnish to the Purchaser a Monthly Remittance Advice, with a trial balance report attached thereto, in the form of Exhibit F annexed hereto electronic medium mutually acceptable to the parties as to the preceding calendar month and the Due Period in the month of remittance

In addition, not more than 60 days after the end of each calendar year, the Company shall furnish to each Person who was a Purchaser at any time during such calendar year an annual statement in accordance with the requirements of applicable federal income tax law as to the aggregate of remittances for the applicable portion of such year. Nothing in this Section 5.02 shall be deemed to require the Company to prepare any 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 any REMIC under the REMIC Provisions.

Section 5.03 Monthly Advances by Company.

On the Business Day immediately preceding each Remittance Date, either (a) the Company shall deposit in the Custodial Account from its own funds or (b) if funds are on deposit in the Custodial Account which are not required to be remitted on the related Remittance Date, the Company may make an appropriate entry in its records that such funds shall be applied toward the related Monthly Advance (provided, that any funds so applied shall be replaced by the Company no later than the Business Day immediately preceding the next Remittance Date), in each case, in an aggregate amount equal to all Monthly Payments (with interest adjusted to the Mortgage Loan Remittance Rate) which were due on the Mortgage Loans during the applicable Due Period and which were delinquent at the close of business on the immediately preceding Determination Date or which were deferred pursuant to Section 4.01. The Company’s obligation to make such Monthly Advances as to any Mortgage Loan will continue through the last Monthly Payment due prior to the payment in full of the Mortgage Loan, or through the last Remittance Date prior to the Remittance Date for the distribution of all Liquidation Proceeds and other payments or recoveries (including Insurance Proceeds and Condemnation Proceeds) with respect to the Mortgage Loan.

In no event shall the Company be obligated to make an advance under this section 5.03 if at the time of such advance it deems such advance to be non-recoverable. The Company shall promptly deliver an officer’s certificate to the Purchaser upon determining that any advance is non-recoverable. In the event that upon liquidation of the Mortgage Loan, the Liquidation Proceeds are insufficient to reimburse the Company for any Monthly Advances, the Company shall notify the related Purchaser of such shortfall by registered mail with sufficient supporting documentation and shall have the right to deduct such shortfall from the next remittance to be paid to the related Purchaser.

ARTICLE VI

GENERAL SERVICING PROCEDURES

Section 6.01Transfers of Mortgaged Property.

The Company shall use its best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note and to deny assumption by the person to whom the Mortgaged Property has been or is about to be sold whether by absolute conveyance or by contract of sale, and whether or not the Mortgagor remains liable on the Mortgage and the Mortgage Note. When the Mortgaged Property has been conveyed by the Mortgagor, the Company shall, to the extent it has knowledge of such conveyance, exercise its rights to accelerate the maturity of such Mortgage Loan under the “due-on-sale” clause applicable thereto, provided, however, that the Company shall not exercise such rights if prohibited by law from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related PMI or LPMI Policy, if any.

If the Company reasonably believes it is unable under applicable law to enforce such “due-on-sale” clause, the Company shall enter into (i) an assumption and modification agreement with the person to whom such property has been conveyed, pursuant to which such person becomes liable under the Mortgage Note and the original Mortgagor remains liable thereon or (ii) in the event the Company is unable under applicable law to require that the original Mortgagor remain liable under the Mortgage Note and the Company has the prior consent of the primary mortgage guaranty insurer, a substitution of liability agreement with the purchaser of the Mortgaged Property pursuant to which the original Mortgagor is released from liability and the purchaser of the Mortgaged Property is substituted as Mortgagor and becomes liable under the Mortgage Note. If an assumption fee is collected by the Company for entering into an assumption agreement, a portion of such fee, up to an amount equal to one percent (1.0%) of the outstanding principal balance of the related Mortgage Loan, will be retained by the Company as additional servicing compensation, and any portion thereof in excess one percent (1.0%) shall be deposited in the Custodial Account for the benefit of the Purchaser. In connection with any such assumption or substitution of liability, neither the Mortgage Interest Rate borne by the related Mortgage Note, the term of the Mortgage Loan, the Index, the Lifetime Mortgage Interest Rate Cap, the Initial Rate Cap or the Gross Margin of any Mortgage Loan, nor the outstanding principal amount of the Mortgage Loan shall be changed.

To the extent that any Mortgage Loan is assumable, the Company shall inquire diligently into the creditworthiness of the proposed transferee, and shall use the underwriting criteria for approving the credit of the proposed transferee which are used by Fannie Mae with respect to underwriting mortgage loans of the same type as the Mortgage Loans. If the credit of the proposed transferee does not meet such underwriting criteria, the Company diligently shall, to the extent permitted by the Mortgage or the Mortgage Note and by applicable law, accelerate the maturity of the Mortgage Loan.

Section 6.02 Satisfaction of Mortgages and Release of Mortgage Files.

Upon the payment in full of any Mortgage Loan, or the receipt by the Company of a notification that payment in full will be escrowed in a manner customary for such purposes, the Company shall notify the Purchaser in the Monthly Remittance Advice as provided in Section 5.02, and may request the release of any Mortgage Loan Documents. In connection with any such prepayment in full, the Company shall comply with all applicable laws regarding satisfaction, release or reconveyance with respect to the Mortgage.

If the Company satisfies or releases a Mortgage without first having obtained payment in full of the indebtedness secured by the Mortgage or should the Company otherwise prejudice any rights the Purchaser may have under the mortgage instruments, upon written demand of the Purchaser, the Company shall repurchase the related Mortgage Loan at the Repurchase Price by deposit thereof in the Custodial Account within 2 Business Days of receipt of such demand by the Purchaser. The Company shall maintain the Fidelity Bond and Errors and Omissions Insurance Policy as provided for in Section 4.12 insuring the Company against any loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

Section 6.03 Servicing Compensation.

As compensation for its services hereunder, the Company shall be entitled to withdraw from the Custodial Account or to retain from interest payments on the Mortgage Loans the amount of its Servicing Fee. The Servicing Fee shall be payable monthly and shall be computed on the basis of the same unpaid principal balance and for the period respecting which any related interest payment on a Mortgage Loan is computed. The Servicing Fee shall be payable only at the time of and with respect to those Mortgage Loans for which payment is in fact made of the entire amount of the Monthly Payment. The obligation of the Purchaser to pay the Servicing Fee is limited to, and payable solely from, the interest portion of such Monthly Payments collected by the Company.

Additional servicing compensation in the form of assumption fees, to the extent provided in Section 6.01, and late payment charges and Prepayment Penalties, shall be retained by the Company to the extent not required to be deposited in the Custodial Account. The Company shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder and shall not be entitled to reimbursement thereof except as specifically provided for herein. Notwithstanding anything in this Agreement to the contrary, in the event of a Principal Prepayment in full, the Company shall not waive, and shall not permit the waiver of, any Prepayment Penalty or portion thereof required by the terms of the related Mortgage Note unless (i) the Company determines that such waiver would maximize recovery of Liquidations Proceeds for such Mortgage Loan, taking into account the value of such Prepayment Penalty, or (ii) (A) the enforeceability therefore is limited (1) by bankruptcy, insolvency, moratorium, receivership, or other similar law relating to creditors’ rights generally or (2) due to acceleration in connection with a foreclosure or other involuntary payment or (B) the enforceability is otherwise limited or prohibited by applicable law.

Section 6.04 Annual Statement as to Compliance.

The Company shall deliver to the Purchaser, on or before May 31 each year beginning May 31, 2003, an Officer’s Certificate, stating that (i) a review of the activities of the Company during the preceding calendar year and of performance under this Agreement has been made under such officer’s supervision, and (ii) the Company has complied fully with the provisions of Article II and Article IV, and (iii) to the best of such officer’s knowledge, based on such review, the Company has fulfilled all its obligations under this Agreement throughout such year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof and the action being taken by the Company to cure such default.

Section 6.05 Annual Independent Public Accountants’ Servicing Report.

On or before May 31st of each year beginning May 31, 2003, the Company, at its expense, shall cause a firm of independent public accountants which is a member of the American Institute of Certified Public Accountants to furnish a statement to each Purchaser to the effect that such firm has examined certain documents and records relating to the servicing of the Mortgage Loans and this Agreement and that such firm is of the opinion that the provisions of Article II and Article IV have been complied with, and that, on the basis of such examination conducted substantially in compliance with the Single Attestation Program for Mortgage Bankers, nothing has come to their attention which would indicate that such servicing has not been conducted in compliance therewith, except for (i) such exceptions as such firm shall believe to be immaterial, and (ii) such other exceptions as shall be set forth in such statement.

Section 6.06 Right to Examine Company Records.

The Purchaser shall have the right to examine and audit any and all of the books, records, or other information of the Company, whether held by the Company or by another on its behalf, with respect to or concerning this Agreement or the Mortgage Loans, during business hours or at such other times as may be reasonable under applicable circumstances, upon reasonable advance notice.

IN WITNESS WHEREOF, the Company and the Purchaser have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written.

EMC MORTGAGE CORPORATION
By:
Name:	Ralene Ruyle
Title:	President

COUNTRYWIDE HOME LOANS, INC.

By:

Name:

Title: 

STATE OF NEW YORK	)
	)	ss.:
COUNTY OF _______________________	)

On the __ day of ________, 200_ before me, a Notary Public in and for said State, personally appeared ________, known to me to be Vice President of EMC Mortgage Corporation, the federal savings 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 affixed my office seal the day and year in this certificate first above written.

Notary Public

My Commission expires

STATE OF NEW YORK	)
	)	ss.:
COUNTY OF _______________________	)

On the __ day of _______, 200_ before me, a Notary Public in and for said State, personally appeared __________, known to me to be ______________ of Countrywide Home Loans, Inc. the 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 affixed my office seal the day and year in this certificate first above written.

Notary Public

My Commission expires

EXHIBIT A

MORTGAGE LOAN SCHEDULE

EXHIBIT B

CONTENTS OF EACH MORTGAGE FILE

With respect to each Mortgage Loan, the Mortgage File shall include each of the following items, which shall be available for inspection by the Purchaser and any prospective Purchaser, and which shall be retained by the Company in the Servicing File or delivered to the Custodian pursuant to Section 2.01 and 2.03 of the Seller’s Warranties and Servicing Agreement to which this Exhibit is attached (the “Agreement”):

1. The original Mortgage Note bearing all intervening endorsements, endorsed “Pay to the order of _________ without recourse” and signed in the name of the Company by an authorized officer (in the event that the Mortgage Loan was acquired by the Company in a merger, the signature must be in the following form: “Countrywide Home Loans, Inc., successor by merger to [name of predecessor]”; and in the event that the Mortgage Loan was acquired or originated by the Company while doing business under another name, the signature must be in the following form: “Countrywide Home Loans, Inc., formerly known as [previous name]”).

2. The original of any guarantee executed in connection with the Mortgage Note (if any).

3. The original Mortgage, with evidence of recording thereon. If in connection with any Mortgage Loan, the Company cannot deliver or cause to be delivered the original Mortgage with evidence of recording thereon on or prior to the related Closing Date because of a delay caused by the public recording office where such Mortgage has been delivered for recordation or because such Mortgage has been lost or because such public recording office retains the original recorded Mortgage, the Company shall deliver or cause to be delivered to the Custodian, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an Officer’s Certificate of the Company stating that such Mortgage has been dispatched to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Custodian upon receipt thereof by the Company; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage certified by such public recording office or by the title insurance company that issued the title policy to be a true and complete copy of the original recorded Mortgage.

4. The originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon.

5. The original Assignment of Mortgage for each Mortgage Loan, in form and substance acceptable for recording, delivered in blank. If the Mortgage Loan was acquired by the Company in a merger, the Assignment of Mortgage must be made by “Countrywide Home Loans, Inc., successor by merger to [name of predecessor].” If the Mortgage Loan was acquired or originated by the Company while doing business under another name, the Assignment of Mortgage must be by “Countrywide Home Loans, Inc., formerly known as [previous name].”

6. Originals of all intervening assignments of the Mortgage with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded assignments of mortgage, the Company shall deliver or cause to be delivered to the Custodian, a photocopy of such intervening assignment, together with (i) in the case of a delay caused by the public recording office, an Officer’s Certificate of the Company stating that such intervening assignment of mortgage has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office or by the title insurance company that issued the title policy to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Custodian upon receipt thereof by the Company; or (ii) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment.

7. The original mortgagee policy of title insurance or attorney’s opinion of title and abstract of title.

8. Any security agreement, chattel mortgage or equivalent executed in connection with the Mortgage.

9. The original hazard insurance policy and, if required by law, flood insurance policy, in accordance with Section 4.10 of the Agreement.

10. Residential loan application.

11. Mortgage Loan closing statement.

12. Verification of employment and income.

13. Verification of acceptable evidence of source and amount of downpayment.

14. Credit report on the Mortgagor.

15. Residential appraisal report.

16. Photograph of the Mortgaged Property.

17. Survey of the Mortgaged Property.

18. Copy of each instrument necessary to complete identification of any exception set forth in the exception schedule in the title policy, i.e., map or plat, restrictions, easements, sewer agreements, home association declarations, etc.

19. All required disclosure statements.

20. If available, termite report, structural engineer’s report, water potability and septic certification.

21. Sales contract.

22. Tax receipts, insurance premium receipts, ledger sheets, payment history from date of origination, insurance claim files, correspondence, current and historical computerized data files, and all other processing, underwriting and closing papers and records which are customarily contained in a mortgage loan file and which are required to document the Mortgage Loan or to service the Mortgage Loan.

In the event an Officer’s Certificate of the Company is delivered to the Custodian because of a delay caused by the public recording office in returning any recorded document, the Company shall deliver to the Custodian, within 180 days of the related Closing Date, an Officer’s Certificate which shall (i) identify the recorded document, (ii) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (iii) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, and (iv) specify the date the applicable recorded document will be delivered to the Custodian. The Company shall be required to deliver to the Custodian the applicable recorded document by the date specified in (iv) above. An extension of the date specified in (iv) above may be requested from the Purchaser, which consent shall not be unreasonably withheld.

EXHIBIT C

MORTGAGE LOAN DOCUMENTS

The Mortgage Loan Documents for each Mortgage Loan shall include each of the following items, which shall be delivered to the Custodian pursuant to Section 2.01 of the Seller’s Warranties and Servicing Agreement to which this Exhibit is annexed (the “Agreement”):

(a)the original Mortgage Note bearing all intervening endorsements, endorsed “Pay to the order of ___________, without recourse” and signed in the name of the Company by an authorized officer. To the extent that there is no room on the face of the Mortgage Note for endorsements, the endorsement may be contained on an allonge, if state law so allows. If the Mortgage Loan was acquired by the Company in a merger, the endorsement must be by “Countrywide Home Loans, Inc., successor by merger to [name of predecessor].” If the Mortgage Loan was acquired or originated by the Company while doing business under another name, the endorsement must be by “Countrywide Home Loans, Inc., formerly known as [previous name]”;

(b)the original of any guarantee executed in connection with the Mortgage Note;

(c)the original Mortgage with evidence of recording thereon, and the original recorded power of attorney, if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon;

(d)the originals of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon;

(e)the original Assignment of Mortgage for each Mortgage Loan, in form and substance acceptable for recording, delivered in blank, or the original Assignment of Mortgage in recordable form into MERS. If the Mortgage Loan was acquired by the Company in a merger, the Assignment of Mortgage must be made by “Countrywide Home Loans, Inc., successor by merger to [name of predecessor].” If the Mortgage Loan was acquired or originated by the Company while doing business under another name, the Assignment of Mortgage must be by “Countrywide Home Loans, Inc., formerly known as [previous name];”

(f)the originals of all intervening assignments of mortgage with evidence of recording thereon, including warehousing assignments, if any;

(g)the original mortgagee title insurance policy;

(h)such other documents as the Purchaser may require.

EXHIBIT D-1

CUSTODIAL ACCOUNT CERTIFICATION

_____________________, 200_

Countrywide Home Loans, Inc. hereby certifies that it has established the account described below as a Custodial Account pursuant to Section 4.04 of the Seller’s Warranties and Servicing Agreement, dated as of September 1, 2002, Residential Adjustable Rate Mortgage Loans.

Title of Account:Countrywide Home Loans, Inc. in trust for the Purchaser
Account Number:_______________
Address of office or branch of the Company at
which Account is maintained:
	Countrywide Home Loans, Inc.
	Company

By:

Name: 

Title: 

EXHIBIT D-2

CUSTODIAL ACCOUNT LETTER AGREEMENT

_________________, 200_

To:

(the “Depository”)

As Company under the Seller’s Warranties and Servicing Agreement, dated as of September 1, 2002, Residential Adjustable Rate Mortgage Loans (the “Agreement”), we hereby authorize and request you to establish an account, as a Custodial Account pursuant to Section 4.04 of the Agreement, to be designated as “[Servicer] in trust for the Purchaser - Residential Adjustable Rate Mortgage Loans.” All deposits in the account shall be subject to withdrawal therefrom by order signed by the Company. You may refuse any deposit which would result in violation of the requirement that the account be fully insured as described below. This letter is submitted to you in duplicate. Please execute and return one original to us.

[COUNTRYWIDE HOME LOANS, INC.]

By:

Name: 

Title: 

Date:

The undersigned, as Depository, hereby certifies that the above described account has been established under Account Number __________, at the office of the Depository indicated above, and agrees to honor withdrawals on such account as provided above. The full amount deposited at any time in the account will be insured by the Federal Deposit Insurance Corporation through the Bank Insurance Fund (“BIF”) or the Savings Association Insurance Fund (“SAIF”).

Depository

By:

Name: 

Title: 

Date:

EXHIBIT E-1

ESCROW ACCOUNT CERTIFICATION

__________________, 200_

Countrywide Home Loans, Inc. hereby certifies that it has established the account described below as an Escrow Account pursuant to Section 4.06 of the Seller’s Warranties and Servicing Agreement, dated as of September 1, 2002, Residential Adjustable Rate Mortgage Loans.

Title of Account:“Countrywide Home Loans, Inc. in trust for the Purchaser and various Mortgagors.”
Account Number:_______________
Address of office or branch of the Company at
which Account is maintained:
	[COUNTRYWIDE HOME LOANS, INC.]

By:

Name: 

Title: 

EXHIBIT E-2

ESCROW ACCOUNT LETTER AGREEMENT

___________________, 200_

To:

(the “Depository”)

As Company under the Seller’s Warranties and Servicing Agreement, dated as of September 1, 2002 Residential Adjustable Rate Mortgage Loans (the “Agreement”), we hereby authorize and request you to establish an account, as an Escrow Account pursuant to Section 4.07 of the Agreement, to be designated as “[Servicer], in trust for the Purchaser - Residential Adjustable Rate Mortgage Loans.” All deposits in the account shall be subject to withdrawal therefrom by order signed by the Company. You may refuse any deposit which would result in violation of the requirement that the account be fully insured as described below. This letter is submitted to you in duplicate. Please execute and return one original to us.

[COUNTRYWIDE HOME LOANS, INC.]

By:

Name: 

Title: 

Date:

The undersigned, as Depository, hereby certifies that the above described account has been established under Account Number ______, at the office of the Depository indicated above, and agrees to honor withdrawals on such account as provided above. The full amount deposited at any time in the account will be insured by the Federal Deposit Insurance Corporation through the Bank Insurance Fund (“BIF”) or the Savings Association Insurance Fund (“SAIF”).

Depository

By:

Name: 

Title: 

Date:

EXHIBIT F

MONTHLY REMITTANCE ADVICE

EXHIBIT G

ASSIGNMENT AND ASSUMPTION

_________________, 200_

ASSIGNMENT AND ASSUMPTION, dated __________, between __________________________________, a ___________________ corporation having an office at __________________ (“Assignor”) and _________________________________, a __________________ corporation having an office at __________________ (“Assignee”):

For and in consideration of the sum of TEN DOLLARS ($10.00) and other valuable consideration the receipt and sufficiency of which hereby are acknowledged, and of the mutual covenants herein contained, the parties hereto hereby agree as follows:

1.The Assignor hereby grants, transfers and assigns to Assignee all of the right, title and interest of Assignor, as purchaser, in, to and under that certain Seller’s Warranties and Servicing Agreement, Residential Adjustable Rate Mortgage Loans (the “Seller’s Warranties and Servicing Agreement”), dated as of September 1, 2002, by and between EMC Mortgage Corporation (the “Purchaser”), and Countrywide Home Loans, Inc. (the “Company”), and the Mortgage Loans delivered thereunder by the Company to the Assignor.

2.The Assignor warrants and represents to, and covenants with, the Assignee that:

a.The Assignor is the lawful owner of the Mortgage Loans with the full right to transfer the Mortgage Loans free from any and all claims and encumbrances whatsoever;

b.The Assignor has not received notice of, and has no knowledge of, any offsets, counterclaims or other defenses available to the Company with respect to the Seller’s Warranties and Servicing Agreement or the Mortgage Loans;

c.The Assignor has not waived or agreed to any waiver under, or agreed to any amendment or other modification of, the Seller’s Warranties and Servicing Agreement, the Custodial Agreement or the Mortgage Loans, including without limitation the transfer of the servicing obligations under the Seller’s Warranties and Servicing Agreement. The Assignor has no knowledge of, and has not received notice of, any waivers under or amendments or other modifications of, or assignments of rights or obligations under, the Seller’s Warranties and Servicing Agreement or the Mortgage Loans; and

d.Neither the Assignor nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Mortgage Loans, any interest in the Mortgage Loans or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Mortgage Loans, any interest in the Mortgage Loans or any other similar security from, or otherwise approached or negotiated with respect to the Mortgage Loans, any interest in the Mortgage Loans 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 which would constitute a distribution of the Mortgage Loans under the Securities Act of 1933 (the “33 Act”) or which would render the disposition of the Mortgage Loans a violation of Section 5 of the 33 Act or require registration pursuant thereto.

3.The Assignee warrants and represents to, and covenants with, the Assignor and the Company that:

a.The Assignee agrees to be bound, as Purchaser, by all of the terms, covenants and conditions of the Seller’s Warranties and Servicing Agreement, the Mortgage Loans and the Custodial Agreement, and from and after the date hereof, the Assignee assumes for the benefit of each of the Company and the Assignor all of the Assignor’s obligations as Purchaser thereunder;

b.The Assignee understands that the Mortgage Loans have not been registered under the 33 Act or the securities laws of any state;

c.The purchase price being paid by the Assignee for the Mortgage Loans are in excess of $250,000 and will be paid by cash remittance of the full purchase price within 60 days of the sale;

d.The Assignee is acquiring the Mortgage Loans for investment for its own account only and not for any other person. In this connection, neither the Assignee nor any Person authorized to act therefor has offered the Mortgage Loans by means of any general advertising or general solicitation within the meaning of Rule 502(c) of U.S. Securities and Exchange Commission Regulation D, promulgated under the 1933 Act;

e.The Assignee 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 Mortgage Loans;

f.The Assignee has been furnished with all informa-tion regarding the Mortgage Loans that it has requested from the Assignor or the Company;

g.Neither the Assignee nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Mortgage Loans, any interest in the Mortgage Loans or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Mortgage Loans, any interest in the Mortgage Loans or any other similar security from, or otherwise approached or negotiated with respect to the Mortgage Loans, any interest in the Mortgage Loans or any other similar security with, any person in any manner which would constitute a distribution of the Mortgage Loans under the 33 Act or which would render the disposition of the Mortgage Loans a violation of Section 5 of the 33 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 Mortgage Loans; and

h.Either: (1) the Assignee is not an employee benefit plan (“Plan”) within the meaning of section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) or a plan (also “Plan”) within the meaning of section 4975(e)(1) of the Internal Revenue Code of 1986 (“Code”), and the Assignee is not directly or indirectly purchasing the Mortgage Loans on behalf of, investment manager of, as named fiduciary of, as Trustee of, or with assets of, a Plan; or (2) the Assignee’s purchase of the Mortgage Loans will not result in a prohibited transaction under section 406 of ERISA or section 4975 of the Code.

i.The Assignee’s address for purposes of all notices and correspondence related to the Mortgage Loans and the Seller’s Warranties and Servicing Agreement is:

Attention:

The Assignee’s wire transfer instructions for purposes of all remittances and payments related to the Mortgage Loans and the Seller’s Warranties and Servicing Agreement are:

IN WITNESS WHEREOF, the parties have caused this Assignment and Assumption to be executed by their duly authorized officers as of the date first above written.

Assignor	Assignee
By:	By:
Its:	Its:

EXHIBIT H

UNDERWRITING GUIDELINES

EXHIBIT I

ACKNOWLEDGMENT AGREEMENT

On this ____ day of ____________, 200_, EMC Mortgage Corporation, (the “Purchaser”) as the Purchaser under that certain Seller’s Warranties and Servicing Agreement dated as of September 1, 2002, (the “Agreement”), does hereby contract with Countrywide Home Loans Inc. (the “Company”) as Company under the Agreement, for the servicing responsibilities related to the Mortgage Loans listed on the related Mortgage Loan Schedule attached hereto. The Company hereby accepts the servicing responsibilities transferred hereby and on the date hereof assumes all servicing responsibilities related to the Mortgage Loans identified on the related Mortgage Loan Schedule all in accordance with the Agreement. The contents of each Servicing File required to be delivered to service the Mortgage Loans pursuant to the Agreement have been or shall be delivered to the Company by the Purchaser in accordance with the terms of the Agreement.

With respect to the Mortgage Loans made subject to the Agreement hereby, the related Closing Date shall be ___________________.

All other terms and conditions of this transaction shall be governed by the Agreement.

Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Agreement.

This Acknowledgment Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original, and all such counterparts shall constitute one and the same instrument.

IN WITNESS WHEREOF, the Purchaser and the Company have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written.

PURCHASER:

EMC MORTGAGE CORPORATION

By:

Name: 

Title: 

SELLER:

COUNTRYWIDE HOME LOANS, INC.

By:

Name: 

Title: 

EXHIBIT H-2

SERVICING AGREEMENT

GMAC MORTGAGE CORPORATION

FORM OF GMAC SERVICING AGREEMENT

EMC MORTGAGE CORPORATION

Owner

GMAC MORTGAGE CORPORATION

Servicer

SERVICING AGREEMENT

Dated as of May 1, 2001

THIS IS A SERVICING AGREEMENT, dated as of May 1, 2001, and is executed between EMC Mortgage Corporation (the "Owner") and GMAC Mortgage Corporation (the "Servicer").

W I T N E S S E T H :

WHEREAS, the Owner is the owner of the Mortgage Loans;

WHEREAS, the Owner and the Servicer wish to prescribe the permanent management, servicing and control of the Mortgage Loans;

NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Owner and the Servicer agree as follows:

ARTICLE I

DEFINITIONS

Section 1.01 Defined Terms

Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the following meaning specified in this Article:

Accepted Servicing Practices: With respect to any Mortgage Loan, those mortgage servicing practices (including collection procedures) that are in accordance with the Fannie Mae Guide.

Adjustment Date: As to each ARM Loan, the date on which the Mortgage Interest Rate is adjusted in accordance with the terms of the related Mortgage Note.

Agreement: This Servicing Agreement including all exhibits hereto, amendments hereof and supplements hereto.

ARM Loans: First lien, conventional, 1-4 family residential Mortgage Loans with interest rates which adjust from time to time in accordance with the related Index and are subject to Periodic Rate Caps and Lifetime Rate Caps and which do not permit conversion to fixed interest rates.

BIF: The Bank Insurance Fund, or any successor thereto.

Business Day: Any day other than (i) a Saturday or Sunday, or (ii) a legal holiday in the States of New York, Iowa or the Commonwealth of Pennsylvania, or (iii) a day on which banks in the States of New York, Iowa or Pennsylvania are authorized or obligated by law or executive order to be closed.

Code: The Internal Revenue Code of 1986, as it may be amended from time to time, or any successor statute thereto, and applicable U.S. Department of the Treasury regulations issued pursuant thereto.

Condemnation Proceeds: All awards or settlements in respect of a Mortgaged Property, whether permanent or temporary, partial or entire, by exercise of the power of eminent domain or condemnation, to the extent not required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

Custodial Account: The separate demand account or accounts created and maintained pursuant to Section 4.04 which shall be entitled "GMAC Mortgage Corporation Custodial Account in trust for [Owner], Owner of Whole Loan Mortgages and various Mortgagors" and shall be established at a Qualified Depository, each of which accounts shall in no event contain funds in excess of the FDIC insurance limits.

Custodian: Wells Fargo Bank Minnesota, N.A., or such other custodian as Owner shall designate.

Cut-off Date: As identified on the related Confirmation.

Determination Date: The 15th day (or if such 15th day is not a Business Day, the Business Day immediately preceding such 15th day) of the month of the Remittance Date.

Due Date: Each day on which payments of principal and interest are required to be paid in accordance with the terms of the related Mortgage Note, exclusive of any days of grace.

Due Period: With respect to any Remittance Date, the period commencing on the second day of the month preceding the month of such Remittance Date and ending on the first day of the month of the Remittance Date.

Effective Date: As identified on the related Confirmation.

Escrow Account: The separate trust account or accounts created and maintained pursuant to Section 4.06 which shall be entitled "GMAC Mortgage Corporation Escrow Account, in trust for [Owner], Owner of Whole Loan Mortgages and various Mortgagors" and shall be established at a Qualified Depository, each of which accounts shall in no event contain funds in excess of the FDIC insurance limits.

Escrow Payments: With respect to any Mortgage Loan, the amounts constituting ground rents, taxes, assessments, water rates, sewer rents, municipal charges, mortgage insurance premiums, fire and hazard insurance premiums, condominium charges, and any other payments required to be escrowed by the Mortgagor with the mortgagee pursuant to the Mortgage or any other document.

Event of Default: Any one of the conditions or circumstances enumerated in Section 9.01.

Fannie Mae: Fannie Mae, or any successor thereto.

Fannie Mae Guide: The Fannie Mae Selling Guide and the Fannie Mae Servicing Guide and all amendments or additions thereto.

FDIC: The Federal Deposit Insurance Corporation, or any successor thereto.

Fidelity Bond: A fidelity bond to be maintained by the Servicer pursuant to Section 4.12.

FIRREA: The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended from time to time.

Freddie Mac: Freddie Mac, or any successor thereto.

Freddie Mac Guide: The Freddie Mac Selling Guide and the Freddie Mac Servicing Guide and all amendments or additions thereto.

Full Principal Prepayment: A Principal Prepayment made by a Mortgagor of the entire principal balance of a Mortgage Loan.

GAAP: Generally accepted accounting procedures, consistently applied.

HUD: The United States Department of Housing and Urban Development or any successor.

Index: With respect to each ARM Loan, on the related Adjustment Date, the index used to determine the Mortgage Interest Rate on each such ARM Loan.

Insurance Proceeds: With respect to each Mortgage Loan, proceeds of insurance policies insuring the Mortgage Loan or the related Mortgaged Property.

Lifetime Rate Cap: With respect to each ARM Loan, the maximum Mortgage Interest Rate over the term of such Mortgage Loan, as specified in the related Mortgage Note.

Liquidation Proceeds: Cash received in connection with the liquidation of a defaulted Mortgage Loan, whether through the sale or assignment of such Mortgage Loan, trustee's sale, foreclosure sale or otherwise, other than amounts received following the acquisition of an REO Property pursuant to Section 4.13.

Margin: With respect to each ARM Loan, the fixed percentage amount set forth in each related Mortgage Note which is added to the Index in order to determine the related Mortgage Interest Rate.

Monthly Advance: The aggregate of the advances made by the Servicer on any Remittance Date pursuant to Section 5.03.

Monthly Payment: With respect to each Mortgage Loan, the scheduled monthly payment of principal and interest thereon which is payable by the related Mortgagor under the related Mortgage Note.

Mortgage: The mortgage, deed of trust or other instrument securing a Mortgage Note which creates a first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

Mortgage Interest Rate: The annual rate at which interest accrues on any Mortgage Loan in accordance with the provisions of the related Mortgage Note, and in the case of an ARM Loan, as adjusted from time to time on each Adjustment Date for such Mortgage Loan to equal the Index for such Mortgage Loan plus the Margin for such Mortgage Loan, and subject to the limitations on such interest rate imposed by the Periodic Rate Cap and the Lifetime Rate Cap.

Mortgage Loan: An individual Mortgage Loan described herein, and as further identified on the Mortgage Loan Schedule, which Mortgage Loan includes without limitation the Mortgage Loan Documents, the Monthly Payments, Principal Prepayments, Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds, and all other rights, benefits, proceeds and obligations arising from or in connection with such Mortgage Loan.

Mortgage Loan Documents: The original mortgage loan legal documents held by the Custodian.

Mortgage Loan Remittance Rate: With respect to each Mortgage Loan, the annual rate of interest remitted to the Owner, which shall be equal to the related Mortgage Interest Rate minus the Servicing Fee Rate.

Mortgage Loan Schedule: The schedule of Mortgage Loans attached hereto as Exhibit A, such schedule being acceptable to the Owner and the Servicer.

Mortgage Note: The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

Mortgaged Property: The underlying real property securing repayment of a Mortgage Note, consisting of a single parcel of real estate considered to be real estate under the laws of the State in which such real property is located, which may include condominium units and planned unit developments, improved by a residential dwelling.

Mortgagor: The obligor on a Mortgage Note. The Mortgagor is a natural person who is a party to the Mortgage Note and Mortgage in an individual capacity.

Nonrecoverable Advance: Any advance previously made by the Servicer pursuant to Section 5.03 or any expenses incurred pursuant to Section 4.08 which, in the good faith judgment of the Servicer, may not be ultimately recoverable by the Servicer from Liquidation Proceeds. The determination by the Servicer that is has made a Nonrecoverable Advance, shall be evidenced by an Officer’s Certificate of the Servicer delivered to the Owner and detailing the reasons for such determination.

OCC: Office of the Comptroller of the Currency, its successors and assigns.

Officers' Certificate: A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, the President, a Senior Vice President or a Vice President or by the Treasurer or the Secretary or one of the Assistant Treasurers or Assistant Secretaries of the Servicer, and delivered to the Owner as required by this Agreement.

Opinion of Counsel: A written opinion of counsel, who may be an employee of the party on behalf of whom the opinion is being given, reasonably acceptable to the Owner.

OTS: Office of Thrift Supervision, its successors and assigns.

Owner: EMC Mortgage Corporation, its successors in interest and assigns.

Partial Principal Prepayment: A Principal Prepayment by a Mortgagor of a partial principal balance of a Mortgage Loan.

Pass-Through Transfer: The sale or transfer of same or all of the Mortgage Loans to a trust as part of a publicly issued or privately placed, rated or unrated Mortgage pass-through transaction.

Periodic Rate Cap: With respect to each ARM Loan, the maximum increase or decrease in the Mortgage Interest Rate on any Adjustment Date.

Permitted Investments: Any one or more of the following obligations or securities:

(i)direct obligations of, and obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America; pro-vided that obligations of Freddie Mac or Fannie Mae shall be Per-mitted Invest-ments only if, at the time of investment, they are rated in one of the two highest rating categories by Standard & Poor's Rating Services, a division of The McGraw-Hill Companies Inc., Moody's Investors Service, Inc. and Fitch IBCA Inc.;

(ii)(a) demand or time deposits, federal funds or bankers' acceptances issued by any depository institu-tion or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in one of the two highest rating categories by Standard & Poor's Rating Services, a division of The McGraw-Hill Companies Inc., Moody's Investors Service, Inc. and Fitch IBCA Inc. and (b) any other demand or time deposit or certificate of deposit that is fully insured by the Federal Deposit Insurance Cor-poration;

(iii)repurchase obligations with respect to (a) any security described in clause (i) above or (b) any other security issued or guaranteed by an agency or instrumen-tality of the United States of America, the obligations of which are backed by the full faith and credit of the United States of America, in either case entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv)securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in one of the two highest rating categories by Standard & Poor's Rating Services, a division of The McGraw-Hill Companies Inc., Moody's Investors Service, Inc. and Fitch IBCA Inc. at the time of such in-vestment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Permitted Investments to the extent that investments therein will cause the then outstanding principal amount of secur-ities issued by such corporation and held as Permitted Investments to exceed 10% of the aggregate outstand-ing principal balances and amounts of all the Permitted Investments;

(v)commercial paper (including both non-interest-bearing discount obligations and interest-bearing obliga-tions payable on demand or on a specified date not more than one year after the date of issuance there-of) which are rated in one of the two highest rating categories by Standard & Poor's Rating Services, a division of The McGraw-Hill Companies Inc., Moody's Investors Service, Inc. and Fitch IBCA Inc. at the time of such investment;

(vi)any other demand, money market or time deposit, obligation, security or investment as may be acceptable to each of Standard & Poor's Rating Services, a division of The McGraw-Hill Companies, Inc., Moody's Investors Service, Inc. and Fitch IBCA Inc.;

(vii)any money market funds the collateral of which consists of obligations fully guaranteed by the United States of America or any agency or instru-ment-al-ity of the United States of America the obligations of which are backed by the full faith and credit of the United States of America (which may include repurchase obligations secured by collateral described in clause (i)) and other securities and which money market funds are rated in one of the two highest rating categories by Standard & Poor's Rating Services, a division of The McGraw-Hill Companies Inc., Moody's Investors Service, Inc. and Fitch IBCA Inc.; and

(viii)GMAC Variable Denomination Adjustable Rate Demand Notes constituting unsecured, senior debt obligations of General Motors Acceptance Corporation as outlined in the prospectus dated June 17, 1998 and rated by Moody’s in its highest short-term rating category available and rated at least D-1 by Fitch;

provided, however, that no instrument or security shall be a Permitted Investment if such instrument or security evidences a right to receive only interest payments with respect to the ob-li-ga-tions underlying such instrument or if such security provides for payment of both principal and interest with a yield to matur-ity in excess of 120% of the yield to maturity at par.

Person: Any individual, corporation, partnership, joint venture, association, joint-stock company, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

Prepayment Interest Shortfall: The sum of the differences between interest actually received in a Due Period as a result of a full or partial prepayment or other unscheduled receipt of principal (including as a result of a liquidation) on each Mortgage Loan as to which such a payment is received and the interest portion of the Monthly Payment of such Mortgage Loan scheduled to be due at the applicable Mortgage Loan Remittance Rate; provided, however, Prepayment Interest Shortfalls shall not include Full Principal Prepayments received on or before the 15^th day of the month in which a Remittance Date occurs which are remitted by the Servicer to the Owner on such Remittance Date.

Primary Mortgage Insurance Policy: Each primary policy of mortgage insurance, or any replacement policy therefor obtained by the Servicer pursuant to Section 4.08.

Prime Rate: The prime rate of U.S. money center banks as published from time to time in

The Wall Street Journal.

Principal Prepayment: Any payment or other recovery of principal on a Mortgage Loan, full or partial, which is received in advance of its scheduled Due Date, including any prepayment penalty or premium thereon and which is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Qualified Appraiser: An appraiser, duly appointed by the Servicer, who had no interest, direct or indirect in the Mortgaged Property or in any loan made on the security thereof, and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, which appraiser and the appraisal made by such appraiser both satisfy the requirements of Title XI of FIRREA and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

Qualified Depository: (a) The Custodian or (b) a depository, the accounts of which are insured by the FDIC through the BIF or the SAIF and the short term debt ratings and the long term deposit ratings of which are rated in one of the two highest rating categories by Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies Inc., Moody's Investors Service, Inc., Fitch IBCA Duff & Phelps.

Qualified Insurer: An insurance company duly qualified as such under the laws of the states in which the Mortgaged Properties are located, duly authorized and licensed in such states to transact the applicable insurance business and to write the insurance provided, approved as an insurer by Fannie Mae and Freddie Mac.

REMIC: A “real estate mortgage investment conduit” within the meaning of Section 860D of the Code.

REMIC Provisions: The provisions of the Federal income tax law relating to a REMIC, which appear at Section 860A through 860G of Subchapter M of Chapter 1, Subtitle A of the Code, and related provisions, and regulations, rulings or pronouncements promulgated thereunder, as the foregoing may be in effect from time to time.

Remittance Date: The 18th day of any month, or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day.

REO Disposition: The final sale by the Servicer of any REO Property.

REO Disposition Proceeds: Amounts received by the Servicer in connection with a related REO Disposition.

REO Property: A Mortgaged Property acquired by the Servicer on behalf of the Owner as described in Section 4.13.

SAIF: The Savings Association Insurance Fund, or any successor thereto.

Servicer: GMAC Mortgage Corporation, or any of its successors in interest or any successor under this Agreement appointed as herein provided.

Servicing Advances: All customary, reasonable and necessary "out of pocket" costs and expenses (including reasonable attorneys' fees and disbursements) incurred prior to, on and subsequent to the Effective Date in the performance by the Servicer of its servicing obligations relating to each Mortgage Loan, including, but not limited to, the cost of (a) the preservation, restoration and protection of the Mortgaged Property, (b) any enforcement, administrative or judicial proceedings, or any legal work or advice specifically related to servicing the Mortgage Loans, including but not limited to, foreclosures, bankruptcies, condemnations, drug seizures, elections, foreclosures by subordinate or superior lienholders, and other legal actions incidental to the servicing of the Mortgage Loans (provided that such expenses are reasonable and that the Servicer specifies the Mortgage Loan(s) to which such expenses relate), (c) the management and liquidation of the Mortgaged Property if the Mortgaged Property is acquired in full or partial satisfaction of the Mortgage, (d) taxes, assessments, water rates, sewer rates and other charges which are or may become a lien upon the Mortgaged Property, and Primary Mortgage Insurance Policy premiums and fire and hazard insurance coverage and (e) compliance with the obligations under Section 4.08.

Servicing Fee: With respect to each Mortgage Loan, the amount of the annual fee the Owner shall pay to the Servicer, which shall, for a period of one full month, be equal to one--twelfth of the product of (a) the applicable Servicing Fee Rate and (b) the outstanding principal balance of such Mortgage Loan. Such fee shall be payable monthly, computed on the basis of the same principal amount and period respecting which any related interest payment on a Mortgage Loan is computed. The obligation of the Owner to pay the Servicing Fee is limited to, and the Servicing Fee is payable solely from, the interest portion (not including recoveries of interest from Liquidation Proceeds or otherwise) of such Monthly Payment collected by the Servicer, or as otherwise provided under Section 4.05.

Servicing Fee Rate: The Servicing Fee Rate shall be a rate per annum equal to 0.25%.

Servicing File: The documents, records and other items pertaining to a particular Mortgage Loan, and any additional documents relating to such Mortgage Loan as are in, or as may from time to time come into, the Servicer's possession.

Servicing Officer: Any officer of the Servicer involved in, or responsible for, the administration and servicing of the Mortgage Loans whose name appears on a list of servicing officers furnished by the Servicer to the Owner upon request, as such list may from time to time be amended.

Stated Principal Balance: As to each Mortgage Loan as of any date of determination, (i) the principal balance of such Mortgage Loan after giving effect to payments of principal due, whether or not received, minus (ii) all amounts previously distributed to the Owner with respect to the Mortgage Loan representing payments or recoveries of principal or advances in lieu thereof.

Whole Loan Transfer: The sale or transfer of some or all of the ownership interest in the Mortgage Loans by the Owner to one or more third parties in whole loan or participation format, which third party may be Fannie Mae or Freddie Mac.

ARTICLE II

SERVICING OF MORTGAGE LOANS;

POSSESSION OF SERVICING FILES;

BOOKS AND RECORDS;

DELIVERY OF MORTGAGE LOAN DOCUMENTS

Section 2.01 Servicing of Mortgage Loans.

From and after the Effective Date, the Servicer does hereby agree to service the Mortgage Loans, but subject to the terms of this Agreement. The rights of the Owner to receive payments with respect to the Mortgage Loans shall be as set forth in this Agreement.

Section 2.02 Maintenance of Servicing Files.

The Servicer shall maintain a Servicing File consisting of all documents necessary to service the Mortgage Loans. The possession of each Servicing File by the Servicer is for the sole purpose of servicing the Mortgage Loan, and such retention and possession by the Servicer is in a custodial capacity only. The Servicer acknowledges that the ownership of each Mortgage Loan, including the Note, the Mortgage, all other Mortgage Loan Documents and all rights, benefits, proceeds and obligations arising therefrom or in connection therewith, has been vested in the Owner. All rights arising out of the Mortgage Loans including, but not limited to, all funds received on or in connection with the Mortgage Loans and all records or documents with respect to the Mortgage Loans prepared by or which come into the possession of the Servicer shall be received and held by the Servicer in trust for the exclusive benefit of the Owner as the owner of the related Mortgage Loans. Any portion of the related Servicing Files retained by the Servicer shall be appropriately identified in the Servicer's computer system to clearly reflect the ownership of the related Mortgage Loans by the Owner. The Servicer shall release its custody of the contents of the related Servicing Files only in accordance with written instructions of the Owner, except when such release is required as incidental to the Servicer's servicing of the Mortgage Loans, such written instructions shall not be required.

Section 2.03 Books and Records.

The Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for the Mortgage Loans which shall be appropriately identified in the Servicer's computer system to clearly reflect the ownership of the Mortgage Loan by the Owner. In particular, the Servicer shall maintain in its possession, available for inspection by the Owner, or its designee and shall deliver to the Owner upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, as applicable, including but not limited to documentation as to the method used in determining the applicability of the provisions of the Flood Disaster Protection Act of 1973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by Fannie Mae and periodic inspection reports as required by Section 4.13. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Servicer may be in the form of microfilm or microfiche or such other reliable means of recreating original documents, including but not limited to, optical imagery techniques so long as the Servicer complies with the requirements of the Fannie Mae Guide.

The Servicer shall maintain with respect to each Mortgage Loan and shall make available for inspection by any Owner or its designee the related Servicing File (or copies thereof) upon reasonable request during the time the Owner retains ownership of a Mortgage Loan and thereafter in accordance with applicable laws and regulations.

Section 2.04. Transfer of Mortgage Loans.

The Servicer shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe from time to time, the Servicer shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of this Agreement, the Servicer shall be under no obligation to deal with any person with respect to this Agreement or any Mortgage Loan unless a notice of the transfer of such Mortgage Loan has been delivered to the Servicer in accordance with this Section 2.04. The Owner may, subject to the terms of this Agreement, sell and transfer one or more of the Mortgage Loans in accordance with Sections 10.02 and 11.12, provided, however, that the transferee will not be deemed to be an Owner hereunder binding upon the Servicer unless such transferee shall agree in writing to be bound by the terms of this Agreement and an assignment and assumption of this Agreement reasonably acceptable to the Servicer. The Owner also shall advise the Servicer in writing of the transfer. Upon receipt of notice of the permitted transfer, the Servicer shall mark its books and records to reflect the ownership of the Mortgage Loans of such assignee, and shall release the previous Owner from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Section 2.05 Delivery of Mortgage Loan Documents.

The Servicer shall forward to the Custodian on behalf of the Owner original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 promptly after their execution; provided, however, that the Servicer shall provide the Custodian on behalf of the Owner with a certified true copy of any such document submitted for recordation promptly after its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within 180 days of its execution. If delivery is not completed within 180 days solely due to delays in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office, the Servicer shall continue to use its best efforts to effect delivery as soon as possible thereafter.

From time to time the Servicer may have a need for Mortgage Loan Documents to be released by the Custodian. If the Servicer shall require any of the Mortgage Loan Documents, the Servicer shall notify the Custodian in writing of such request in the form of the request for release attached hereto as Exhibit D. The Custodian shall deliver to the Servicer promptly, and in no event later than within five (5) Business Days, any requested Mortgage Loan Document previously delivered to the Custodian, provided that such documentation is promptly returned to the Custodian when the Servicer no longer requires possession of the document, and provided that during the time that any such documentation is held by the Servicer, such possession is in trust for the benefit of the Owner.

Section 2.06 Quality Control Procedures.

The Servicer must have an internal quality control program that verifies, on a regular basis, the existence and accuracy of the legal documents, credit documents, property appraisals, and underwriting decisions. The program must be capable of evaluating and monitoring the overall quality of its servicing activities. The purpose of the program is to ensure that the Mortgage Loans are serviced in accordance with prudent mortgage banking practices and accounting principles; guard against dishonest, fraudulent, or negligent acts; and guard against errors and omissions by officers, employees, or other authorized persons.

ARTICLE III

REPRESENTATIONS AND WARRANTIES

OF THE SERVICER

The Servicer represents, warrants and covenants to the Owner that as of the Effective Date or as of such date specifically provided herein:

(a)The Servicer is a validly existing corporation in good standing under the laws of the State of its organization and is qualified to transact business in, is in good standing under the laws of, and possesses all licenses necessary for the conduct of its business in, each state in which any Mortgaged Property is located or is otherwise exempt or not required under applicable law to effect such qualification or license and no demand for such qualification or license has been made upon the Servicer by any such state, and in any event the Servicer is in compliance with the laws of each such State to the extent necessary to ensure the enforceability of each Mortgage Loan and the servicing of the Mortgage Loans in accordance with the terms of this Agreement;

(b)The Servicer has full power and authority to execute, deliver and perform, and to enter into and consummate all transactions contemplated by this Agreement and to conduct its business as presently conducted, has duly authorized the execution, delivery and performance of this Agreement, has duly executed and delivered this Agreement, and this Agreement constitutes a legal, valid and binding obligation of the Servicer, enforceable against it in accordance with its terms subject to bankruptcy laws and other similar laws of general application affecting rights of creditors and subject to the application of the rules of equity, including those respecting the availability of specific performance;

(c)None of the execution and delivery of this Agreement, the consummation of the transactions contemplated thereby and hereby, or the fulfillment of or compliance with the terms and conditions of this Agreement will conflict with any of the terms, conditions or provisions of the Servicer's articles of incorporation or by-laws or materially conflict with or result in a material breach of any of the terms, conditions or provisions of any legal restriction or any agreement or instrument to which the Servicer is now a party or by which it is bound, or constitute a default or result in an acceleration under any of the foregoing, or result in the material violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject;

(d)There is no litigation pending or, to the Seller’s knowledge, threatened with respect to the Servicer which is reasonably likely to have a material adverse effect on the execution, delivery or enforceability of this Agreement, or which is reasonably likely to have a material adverse effect on the financial condition of the Servicer;

(e)No consent, approval, authorization or order of any court or governmental agency or body is required for the execution, delivery and performance by the Servicer of or compliance by the Servicer with this Agreement or the consummation of the transactions contemplated by this Agreement except for consents, approvals, authorizations and orders which have been obtained;

(f)The collection and servicing practices used by the Servicer, with respect to each Mortgage Note and Mortgage have been in all material respects legal. With respect to escrow deposits and payments that the Servicer collects, all such payments are in the possession of, or under the control of, the Servicer, and there exist no deficiencies in connection therewith for which customary arrangements for repayment thereof have not been made. No escrow deposits or other charges or payments due under the Mortgage Note have been capitalized under any Mortgage or the related Mortgage Note;

(g)The Servicer is in good standing to service mortgage loans for Fannie Mae and Freddie Mac and no event has occurred which would make the Servicer unable to comply with eligibility requirements or which would require notification to either Fannie Mae or Freddie Mac;

(h)No written statement, report or other document furnished or to be furnished pursuant to the Agreement contains or will contain any statement that is or will be inaccurate or misleading in any material respect or omits to state a material fact required to be stated therein or necessary to make the information and statements therein not misleading;

(i)No fraud or misrepresentation of a material fact with respect to the servicing of a Mortgage Loan has taken place on the part of the Servicer;

(j)At the time Servicer commenced servicing the Mortgage Loans, either (i) each Mortgagor was properly notified with respect to Servicer's servicing of the related Mortgage Loan in accordance with the Cranston Gonzalez National Affordable Housing Act of 1990, as the same may be amended from time to time, and the regulations provided in accordance with the Real Estate Settlement Procedures Act or (ii) such notification was not required;

(k)At the time Servicer commenced servicing the Mortgage Loans, all applicable taxing authorities and insurance companies (including primary mortgage insurance policy insurers, if applicable) and/or agents were notified of the transfer of the servicing of the Mortgage Loans to Servicer, or its designee, and Servicer currently receives all related notices, tax bills and insurance statements. Additionally, any and all costs, fees and expenses associated with the Servicer’s commencement of the servicing of the Mortgage Loans, including the costs of any insurer notifications, the transfer or implementation of tax service contracts, flood certification contracts, and any and all other servicing transfer-related costs and expenses have been paid for by the Servicer and will, in no event, be the responsibility of the Owner; and

(l)The collection and servicing practices with respect to each Mortgage Note and Mortgage have been in all material respects legal. With respect to escrow deposits and payments that the Servicer collects, all such payments are in the possession of, or under the control of, the Servicer, and there exist no deficiencies in connection therewith for which customary arrangements for repayment thereof have not been made. No escrow deposits or other charges or payments due under the Mortgage Note have been capitalized under any Mortgage or the related Mortgage Note.

ARTICLE IV

ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

Section 4.01 Servicer to Act as Servicer.

The Servicer, as independent contract servicer, shall service and administer the Mortgage Loans in accordance with this Agreement and with Accepted Servicing Practices (giving due consideration to the Owner's reliance on the Servicer), and shall have full power and authority, acting alone, to do or cause to be done any and all things in connection with such servicing and administration which the Servicer may deem necessary or desirable and consistent with the terms of this Agreement and with Accepted Servicing Practices and shall exercise the same care that it customarily employs for its own account. Except as set forth in this Agreement, the Servicer shall service the Mortgage Loans in accordance with Accepted Servicing Practices in compliance with the servicing provisions of the Fannie Mae Guide, which include, but are not limited to, provisions regarding the liquidation of Mortgage Loans, the collection of Mortgage Loan payments, the payment of taxes, insurance and other charges, the maintenance of hazard insurance with a Qualified Insurer, the maintenance of fidelity bond and errors and omissions insurance, inspections, the restoration of Mortgaged Property, the maintenance of Primary Mortgage Insurance Policies, insurance claims, and title insurance, management of REO Property, permitted withdrawals with respect to REO Property, liquidation reports, and reports of foreclosures and abandonments of Mortgaged Property, the transfer of Mortgaged Property, the release of Mortgage Loan Documents, annual statements, and examination of records and facilities. In the event of any conflict, inconsistency or discrepancy between any of the servicing provisions of this Agreement and any of the servicing provisions of the Fannie Mae Guide, the provisions of this Agreement shall control and be binding upon the Owner and the Servicer. The Owner shall, upon reasonable request, deliver powers-of-attorney to the Servicer sufficient to allow the Servicer as servicer to execute all documentation requiring execution on behalf of Owner with respect to the servicing of the Mortgage Loans, including satisfactions, partial releases, modifications and foreclosure documentation or, in the alternative, shall as promptly as reasonably possible, execute and return such documentation to the Servicer.

Consistent with the terms of this Agreement, the Servicer may waive, modify or vary any term of any Mortgage Loan or consent to the postponement of any such term or in any manner grant indulgence to any Mortgagor if in the Servicer's reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Owner, provided, however, that unless the Servicer has obtained the prior written consent of the Owner, the Servicer shall not permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate, forgive the payment of principal or interest, reduce or increase the outstanding principal balance (except for actual payments of principal) or change the final maturity date on such Mortgage Loan. In the event of any such modification which has been agreed to in writing by the Owner and which permits the deferral of interest or principal payments on any Mortgage Loan, the Servicer shall, on the Business Day immediately preceding the related Remittance Date in any month in which any such principal or interest payment has been deferred, deposit in the Custodial Account from its own funds, in accordance with Section 4.04 and Section 5.03, the difference between (a) such month's principal and one month's interest at the related Mortgage Loan Remittance Rate on the unpaid principal balance of such Mortgage Loan and (b) the amount paid by the Mortgagor. The Servicer shall be entitled to reimbursement for such advances to the same extent as for all other advances pursuant to Section 4.05. Without limiting the generality of the foregoing, the Servicer shall continue, and is hereby authorized and empowered, to prepare, execute and deliver, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Mortgage Loans and with respect to the Mortgaged Properties.

The Servicer shall perform all of its servicing responsibilities hereunder or may, with the Owner's prior written approval, cause a subservicer to perform any such servicing responsibilities on its behalf, but the use by the Servicer of a subservicer shall not release the Servicer from any of its obligations hereunder and the Servicer shall remain responsible hereunder for all acts and omissions of each subservicer as fully as if such acts and omissions were those of the Servicer. Any such subservicer that the Owner shall be requested to consent to must be a Fannie Mae approved seller/servicer or a Freddie Mac seller/servicer in good standing and no event shall have occurred, including but not limited to, a change in insurance coverage, which would make it unable to comply with the eligibility requirements for lenders imposed by Fannie Mae or for seller/servicers by Freddie Mac, or which would require notification to Fannie Mae or Freddie Mac. The Servicer shall pay all fees and expenses of each subservicer from its own funds, and a subservicer's fee shall not exceed the Servicing Fee.

At the cost and expense of the Servicer, without any right of reimbursement from the Custodial Account, the Servicer shall be entitled to terminate the rights and responsibilities of a subservicer and arrange, with the Owner's prior written approval, for any servicing responsibilities to be performed by a successor subservicer meeting the requirements in the preceding paragraph, provided, however, that nothing contained herein shall be deemed to prevent or prohibit the Servicer, at the Servicer's option, from electing to service the related Mortgage Loans itself. In the event that the Servicer's responsibilities and duties under this Agreement are terminated pursuant to Section 8.04, 9.01 or 10.01, and if requested to do so by the Owner, the Servicer shall at its own cost and expense terminate the rights and responsibilities of each subservicer effective as of the date of termination of the Servicer. The Servicer shall pay all fees, expenses or penalties necessary in order to terminate the rights and responsibilities of each subservicer from the Servicer's own funds without reimbursement from the Owner.

Notwithstanding any of the provisions of this Agreement relating to agreements or arrangements between the Servicer and a subservicer or any reference herein to actions taken through a subservicer or otherwise, the Servicer shall not be relieved of its obligations to the Owner and shall be obligated to the same extent and under the same terms and conditions as if it alone were servicing and administering the Mortgage Loans. The Servicer shall be entitled to enter into an agreement with a subservicer for indemnification of the Servicer by the subservicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification.

Any subservicing agreement and any other transactions or services relating to the Mortgage Loans involving a subservicer shall be deemed to be between such subservicer and Servicer alone, and the Owner shall have no obligations, duties or liabilities with respect to such Subservicer including no obligation, duty or liability of Owner to pay such subservicer's fees and expenses. For purposes of distributions and advances by the Servicer pursuant to this Agreement, the Servicer shall be deemed to have received a payment on a Mortgage Loan when a subservicer has received such payment.

Section 4.02 Collection of Mortgage Loan Payments.

Continuously from the Effective Date until the date each Mortgage Loan ceases to be subject to this Agreement, the Servicer will proceed with reasonable diligence to collect all payments due under each Mortgage Loan when the same shall become due and payable and shall, to the extent such procedures shall be consistent with this Agreement and the terms and provisions of related Primary Mortgage Insurance Policy, follow such collection procedures as it follows with respect to mortgage loans comparable to the Mortgage Loans and held for its own account. Further, the Servicer will take reasonable care in ascertaining and estimating annual ground rents, taxes, assessments, water rates, fire and hazard insurance premiums, mortgage insurance premiums, and all other charges that, as provided in the Mortgage, will become due and payable to the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

Section 4.03 Realization Upon Defaulted Mortgage Loans.

The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Fannie Mae Guide, to foreclose upon or otherwise comparably convert the ownership of properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Owner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.05. The Servicer shall notify the Owner in writing of the commencement of foreclosure proceedings. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as Servicing Advances; provided, however, that it shall be entitled to reimbursement therefor from the related Mortgaged Property, as contemplated in Section 4.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Owner with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner shall determine how the Servicer shall proceed with respect to the Mortgaged Property.

Section 4.04 Establishment of Custodial Accounts; Deposits in Custodial Accounts.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. Each Custodial Account shall be established with a Qualified Depository. To the extent such funds are not deposited in a Custodial Account, such funds may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit B hereto. The original of such letter agreement shall be furnished to the Owner upon request. The Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, as appropriate, out of the Servicer's own funds, with no right to reimbursement therefor.

The Servicer shall deposit in a mortgage clearing account on a daily basis, and in the Custodial Account or Accounts no later than the second Business Day after receipt of funds and retain therein the following payments and collections:

(i)all payments on account of principal, including Principal Prepayments, on the Mortgage Loans received after the Cut-off Date;

(ii)all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate received after the Cut-off Date;

(iii)all Liquidation Proceeds and REO Disposition Proceeds received after the Cut-off Date;

(iv)any net amounts received by the Servicer after the Cut-off Date in connection with any REO Property pursuant to Section 4.13;

(v)all Insurance Proceeds received after the Cut-off Date including amounts required to be deposited pursuant to Sections 4.08 and 4.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with the Servicer's normal servicing procedures, the loan documents or applicable law;

(vi)all Condemnation Proceeds affecting any Mortgaged Property received after the Cut-off Date other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with the Servicer's normal servicing procedures, the loan documents or applicable law;

(vii)any Monthly Advances as provided in Section 5.03;

(viii)any amounts received after the Cut-off Date and required to be deposited in the Custodial Account pursuant to 6.02; and

(ix)with respect to each full or partial Principal Prepayment received after the Cut-off date, any Prepayment Interest Shortfalls, to the extent of the Servicer’s aggregate Servicing Fee received with respect to the related Due Period.

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 in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the Qualified Depository shall accrue to the benefit of the Servicer and the Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05(iv).

Section 4.05 Permitted Withdrawals From the Custodial Account.

The Servicer may, from time to time, make withdrawals from the Custodial Account for the following purposes:

(i) to make payments to the Owner in the amounts and in the manner provided for in Section 5.01;

(ii) to reimburse itself for Monthly Advances, the Servicer's right to reimburse itself pursuant to this subclause (ii) being limited to amounts received on the related Mortgage Loan which represent late collections (net of the related Servicing Fees) of principal and/or interest respecting which any such advance was made;

(iii) to reimburse itself for unreimbursed Servicing Advances and unreimbursed Monthly Advances, the Servicer's right to reimburse itself pursuant to this subclause (iii) with respect to any Mortgage Loan being limited to Liquidation Proceeds, Condemnation Proceeds and Insurance Proceeds received after the Cut-off Date related to such Mortgage Loan;

(iv) to pay to itself as servicing compensation (a) any interest earned on funds in the Custodial Account (all such interest to be withdrawn monthly not later than each Remittance Date) and (b) any payable Servicing Fee;

(v) to reimburse itself for any Nonrecoverable Advances:

(vi) to transfer funds to another Qualified Depository in accordance with Section 4.09 hereof;

(vii) to remove funds inadvertently placed in the Custodial Account in error by the Servicer; and

(viii) to clear and terminate the Custodial Account upon the termination of this Agreement.

Section 4.06 Establishment of Escrow Accounts; Deposits in Escrow Accounts.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts. Each Escrow Account shall be established with a Qualified Depository. To the extent such funds are not deposited in an Escrow Account, such funds may be invested in Permitted Investments. Funds deposited in an Escrow Account may be drawn on by the Servicer in accordance with Section 4.07. The creation of any Escrow Account shall be evidenced by a letter agreement in the form shown in Exhibit C. The original of such letter agreement shall be furnished to the Owner upon request. The Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Escrow Account, as appropriate, out of the Servicer's own funds, with no right to reimbursement therefor.

The Servicer shall deposit in a mortgage clearing account on a daily basis, and in the Escrow Account or Accounts no later than the second Business Day after receipt of funds and retain therein:

(i) all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any items as are required under the terms of this Agreement;

(ii) all Insurance Proceeds which are to be applied to the restoration or repair of any Mortgaged Property; and

(iii) all Servicing Advances for Mortgagors whose Escrow Payments are insufficient to cover escrow disbursements.

The Servicer shall make withdrawals from an Escrow Account only to effect such payments as are required under this Agreement, and for such other purposes as shall be as set forth in and in accordance with Section 4.07. The Servicer shall be entitled to retain any interest paid on funds deposited in an Escrow Account by the Qualified Depository other than interest on escrowed funds required by law to be paid to the Mortgagor and, to the extent required by law, the Servicer shall pay interest on escrowed funds to the Mortgagor notwithstanding that the Escrow Account is non-interest bearing or that interest paid thereon is insufficient for such purposes.

Section 4.07 Permitted Withdrawals From Escrow Account.

Withdrawals from the Escrow Account may be made by the Servicer only:

(i)to effect timely payments of ground rents, taxes, assessments, water rates, fire and hazard insurance premiums, Primary Mortgage Insurance Policy premiums, if applicable, and comparable items;

(ii)to reimburse Servicer for any Servicing Advance made by Servicer with respect to a related Mortgage Loan but only from amounts received on the related Mortgage Loan which represent late payments or collections of Escrow Payments thereunder;

(iii)to refund to the Mortgagor any funds as may be determined to be overages;

(iv)for transfer to the Custodial Account in connection with an acquisition of REO Property;

(v)for application to restoration or repair of the Mortgaged Property;

(vi)to pay to the Servicer, or to the Mortgagor to the extent required by law, any interest paid on the funds deposited in the Escrow Account;

(vii)to pay to the Mortgagors or other parties Insurance Proceeds deposited in accordance with Section 4.06;

(viii)to remove funds inadvertently placed in an Escrow Account in error by the Servicer; and

(ix)to clear and terminate the Escrow Account on the termination of this Agreement.

As part of its servicing duties, the Servicer shall pay to the Mortgagors interest on funds in an Escrow Account, to the extent required by law, and to the extent that interest earned on funds in the Escrow Account is insufficient, shall pay such interest from its own funds, without any reimbursement therefor.

Section 4.08 Payment of Taxes, Insurance and Other Charges; Maintenance of Primary Mortgage Insurance Policies; Collections Thereunder.

With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the status of ground rents, taxes, assessments, water rates and other charges which are or may become a lien upon the Mortgaged Property and the status of Primary Mortgage Insurance Policy premiums and fire and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges, including renewal premiums and shall effect payment thereof prior to the applicable penalty or termination date and at a time appropriate for securing maximum discounts allowable, employing for such purpose deposits of the Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Servicer in amounts sufficient for such purposes, as allowed under the terms of the Mortgage or applicable law. To the extent that the Mortgage does not provide for Escrow Payments, the Servicer shall determine that any such payments are made by the Mortgagor at the time they first become due. The Servicer assumes full responsibility for the timely payment of all such bills and shall effect timely payments of all such bills irrespective of the Mortgagor's faithful performance in the payment of same or the making of the Escrow Payments and shall make advances from its own funds to effect such payments.

The Servicer will maintain in full force and effect Primary Mortgage Insurance Policies issued by a Qualified Insurer with respect to each Mortgage Loan for which such coverage is herein required. Such coverage will be maintained until the ratio of the current outstanding principal balance of the related Mortgage Loan to the appraised value of the related Mortgaged Property, based on the most recent appraisal of the Mortgaged Property performed by a Qualified Appraiser, such appraisal to be included in the Servicing File, is reduced to 80.00% or less. The Servicer will not cancel or refuse to renew any Primary Mortgage Insurance Policy that is required to be kept in force under this Agreement unless a replacement Primary Mortgage Insurance Policy for such canceled or nonrenewed policy is obtained from and maintained with a Qualified Insurer. The Servicer shall not take any action which would result in non-coverage under any applicable Primary Mortgage Insurance Policy of any loss which, but for the actions of the Servicer would have been covered thereunder. In connection with any assumption or substitution agreement entered into or to be entered into pursuant to Section 6.01, the Servicer shall promptly notify the insurer under the related Primary Mortgage Insurance Policy, if any, of such assumption or substitution of liability in accordance with the terms of such policy and shall take all actions which may be required by such insurer as a condition to the continuation of coverage under the Primary Mortgage Insurance Policy. If such Primary Mortgage Insurance Policy is terminated as a result of such assumption or substitution of liability, the Servicer shall obtain a replacement Primary Mortgage Insurance Policy as provided above.

In connection with its activities as servicer, the Servicer agrees to prepare and present, on behalf of itself and the Owner, claims to the insurer under any Private Mortgage Insurance Policy in a timely fashion in accordance with the terms of such Primary Mortgage Insurance Policy and, in this regard, to take such action as shall be necessary to permit recovery under any Primary Mortgage Insurance Policy respecting a defaulted Mortgage Loan. Pursuant to Section 4.04, any amounts collected by the Servicer under any Primary Mortgage Insurance Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 4.05.

Section 4.09 Transfer of Accounts.

The Servicer may transfer the Custodial Account or the Escrow Account to a different Qualified Depository from time to time. The Servicer shall notify the Owner of any such transfer within 15 Business Days of transfer.

Section 4.10 Maintenance of Hazard Insurance.

The Servicer shall cause to be maintained for each Mortgage Loan fire and hazard insurance with extended coverage as is customary in the area where the Mortgaged Property is located in an amount which is equal to the lesser of (i) the maximum insurable value of the improvements securing such Mortgage Loan or (ii) the greater of (a) the outstanding principal balance of the Mortgage Loan, and (b) the percentage such that the proceeds thereof shall be sufficient to prevent the Mortgagor and/or the Mortgagee from becoming a co-insurer. If the Mortgaged Property is in an area identified in the Federal Register by the Federal Emergency Management Agency as being a special flood hazard area that has federally-mandated flood insurance requirements, the Servicer will cause to be maintained a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration with a generally acceptable insurance carrier, in an amount representing coverage not less than the least of (i) the outstanding principal balance of the Mortgage Loan, (ii) the maximum insurable value of the improvements securing such Mortgage Loan or (iii) the maximum amount of insurance which is available under the Flood Disaster Protection Act of 1973, as amended. The Servicer shall also maintain on the REO Property, fire and hazard insurance with extended coverage in an amount which is at least equal to the maximum insurable value of the improvements which are a part of such property, liability insurance and, to the extent required and available under the Flood Disaster Protection Act of 1973, as amended, flood insurance in an amount as provided above. Any amounts collected by the Servicer under any such policies other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or REO Property, or released to the Mortgagor in accordance with the Servicer's normal servicing procedures, shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 4.05. It is understood and agreed that no other additional insurance need be required by the Servicer or the Mortgagor or maintained on property acquired in respect of the Mortgage Loans, other than pursuant to the Fannie Mae Guide or such applicable state or federal laws and regulations as shall at any time be in force and as shall require such additional insurance. All such policies shall be endorsed with standard mortgagee clauses with loss payable to the Servicer and its successors and/or assigns and shall provide for at least thirty days prior written notice of any cancellation, reduction in the amount or material change in coverage to the Servicer. The Servicer shall not interfere with the Mortgagor's freedom of choice in selecting either his insurance carrier or agent, provided, however, that the Servicer shall not accept any such insurance policies from insurance companies unless such companies currently reflect a General Policy Rating in Best's Key Rating Guide currently acceptable to Fannie Mae and are licensed to do business in the state wherein the property subject to the policy is located.

Section 4.11 Adjustments to Mortgage Interest Rate and Monthly Payment.

On each applicable Adjustment Date, the Mortgage Interest Rate shall be adjusted, in compliance with the requirements of the related Mortgage and Mortgage Note, to equal the sum of the Index plus the Margin (rounded in accordance with the related Mortgage Note) subject to the applicable Periodic Rate Cap and Lifetime Rate Cap, as set forth in the Mortgage Note. The Servicer shall execute and deliver the notices required by each Mortgage and Mortgage Note and applicable laws and regulations regarding interest rate adjustments.

Section 4.12 Fidelity Bond, Errors and Omissions Insurance.

The Servicer shall maintain, at its own expense, a blanket fidelity bond and an errors and omissions insurance policy, with broad coverage with responsible companies on all officers, employees or other persons acting in any capacity with regard to the Mortgage Loans and who handle funds, money, documents and papers relating to the Mortgage Loans. The Fidelity Bond and errors and omissions insurance shall be in the form of the Mortgage Banker's Blanket Bond and shall protect and insure the Servicer against losses, including forgery, theft, embezzlement, fraud, errors and omissions and negligent acts of such persons. Such Fidelity Bond and errors and omissions insurance shall also protect and insure the Servicer against losses in connection with the failure to maintain any insurance policies required pursuant to this Agreement and the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby. No provision of this Section 4.12 requiring the Fidelity Bond and errors and omissions insurance shall diminish or relieve the Servicer from its duties and obligations as set forth in this Agreement. The minimum coverage under any such Fidelity Bond and insurance policy shall be at least equal to the corresponding amounts required by Fannie Mae in the Fannie Mae Guide or by Freddie Mac in the Freddie Mac Guide. The Servicer shall, upon request of Owner, deliver to the Owner a certificate from the surety and the insurer as to the existence of the Fidelity Bond and errors and omissions insurance policy and shall obtain a statement from the surety and the insurer that such Fidelity Bond or insurance policy shall in no event be terminated or materially modified without thirty days prior written notice to the Owner. The Servicer shall notify the Owner within five Business Days of receipt of notice that such Fidelity Bond or insurance policy will be, or has been, materially modified or terminated. The Owner and its successors or assigns as their interests may appear must be named as loss payees on the Fidelity Bond and as additional insured on the errors and omissions policy.

Section 4.13 Title, Management and Disposition of REO Property.

In the event that title to any Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the Owner or its designee. Any such Person or Persons holding such title other than the Owner shall acknowledge in writing that such title is being held as nominee for the benefit of the Owner.

The Servicer shall notify the Owner in accordance with prudent servicing practices of each acquisition of REO Property upon such acquisition, and thereafter assume the responsibility for marketing such REO Property in accordance with Accepted Servicing Practices. Thereafter, the Servicer shall continue to provide certain administrative services to the Owner relating to such REO Property as set forth in this Section 4.13. The REO Property must be sold within three years following the end of the calendar year of the date of acquisition, unless a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held and (i) the Owner shall have been supplied with an Opinion of Counsel to the effect that the holding by the related trust of such Mortgaged Property subsequent to such three-year period (and specifying the period beyond such three-year period for which the Mortgaged Property may be held) will not result in the imposition of taxes on “prohibited transactions” of the related trust as defined in Section 860F of the Code, or cause the related REMIC to fail to qualify as a REMIC, in which case the related trust may continue to hold such Mortgaged Property (subject to any conditions contained in such Opinion of Counsel), or (ii) the Owner (at the Servicer’s expense) or the Servicer shall have applied for, prior to the expiration of such three-year period, an extension of such three-year period in the manner contemplated by Section 856(e)(3) of the Code, in which case the three-year period shall be extended by the applicable period. If a period longer than three years is permitted under the foregoing sentence and is necessary to sell any REO Property, (i) the Servicer shall report monthly to the Owner as to progress being made in selling such REO Property and (ii) if, with the written consent of the Owner, a purchase money mortgage is taken in connection with such sale, such purchase money mortgage shall name the Servicer as mortgagee, and such purchase money mortgage shall not be held pursuant to this Agreement, but instead a separate participation agreement between the Servicer and Owner shall be entered into with respect to such purchase money mortgage.

The Servicer shall not permit the creation of any “interests” (within the meaning of Section 860G of the Code) in any REMIC. The Servicer shall not enter into any arrangement by which a REMIC will receive a fee or other compensation for services nor permit a REMIC 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.

Notwithstanding any other provision of this Agreement, if a REMIC election has been made, no Mortgaged Property held by a REMIC shall be rented (or allowed to continue to be rented) or otherwise used for the production of income by or on behalf of the related trust or sold in such a manner or pursuant to any terms that would (i) cause such Mortgaged Property to fail to qualify at any time as “foreclosure property” within a meaning of Section 860G(a)(8) of the Code, (ii) subject the related trust to the imposition of any federal or state income taxes on “net income from foreclosure property” with respect to such Mortgaged Property within the meaning of Section 860G(c) of the Code, or (iii) cause the sale of such Mortgaged Property to result in the receipt by the related trust or any income from non-permitted assets as described in Section 860F(a) (2)(B) of the Code, unless the Servicer has agreed to indemnify and hold harmless the related trust with respect to the imposition of any such taxes.

The Servicer shall, either itself or through an agent selected by the Servicer, and in accordance with the Fannie Mae Guide, manage, conserve, protect and operate each REO Property in the same manner that it manages, conserves, protects and operates other foreclosed property for its own account, and in the same manner that similar property in the same locality as the REO Property is managed. Each REO Disposition shall be carried out by the Servicer at such price and upon such terms and conditions as the Servicer deems to be in the best interest of the Owner. The REO Disposition Proceeds from the sale of the REO Property shall be promptly deposited in the Custodial Account. As soon as practical thereafter, the expenses of such sale shall be paid and the Servicer shall reimburse itself for any related Servicing Advances, or Monthly Advances made pursuant to Section 5.03.

The Servicer shall cause each REO Property to be inspected promptly upon the acquisition of title thereto and shall cause each REO Property to be inspected at least monthly thereafter or more frequently as may be required by the circumstances. The Servicer shall make or cause the inspector to make a written report of each such inspection. Such reports shall be retained in the Servicing File and copies thereof shall be forwarded by the Servicer to the Owner.

Notwithstanding anything to the contrary set forth in this Section 4.13, the parties hereto hereby agree that the Owner, at its option, shall be entitled to manage, conserve, protect and operate each REO Property for its own benefit (such option, an "REO Option"). In connection with the exercise of an REO Option, the prior two paragraphs and the related provisions of Section 4.03 and Section 4.04(iii) (such provisions, the “REO Marketing Provisions”) shall be revised as follows. Following the acquisition of any Mortgaged Property, the Servicer shall submit a detailed invoice to the Owner for all related Servicing Advances and, upon exercising the REO Option, the Owner shall promptly reimburse the Servicer for such amounts. In the event the REO Option is exercised with respect to an REO Property, Section 4.04 (iii) shall not be applicable thereto. References made in Section 4.03 with respect to the reimbursement of Servicing Advances shall, for purposes of such REO Property, be deemed to be covered by this paragraph. The Owner acknowledges that, in the event it exercises an REO Option, with respect to the related REO Property, there shall be no breach by the Servicer based upon or arising out of the Servicer's failure to comply with the REO Marketing Provisions.

ARTICLE V

PAYMENTS TO THE OWNER

Section 5.01 Remittances.

On each Remittance Date, the Servicer shall remit to the Owner (i) all amounts credited to the Custodial Account as of the close of business on the related preceding Determination Date, except (a) Partial Principal Prepayments received on or after the first day of the month in which the Remittance Date occurs shall be remitted to the Owner on the next following Remittance Date, (b) Full Principal Prepayments received on or before the 15^th day of the month in which a Remittance Date occurs shall be remitted to the Owner on the Remittance Date of such month, and (c) Full Principal Prepayments received after the 15^th day of the month shall be remitted to the Owner on the next following Remittance Date, each net of charges against or withdrawals from the Custodial Account pursuant to Section 4.05, plus, to the extent not already deposited in the Custodial Account, the sum of (ii) all Monthly Advances, if any, which the Servicer is obligated to distribute pursuant to Section 5.03 and (iii) all Prepayment Interest Shortfalls the Servicer is required to make up pursuant to Section 4.04, minus (iv) any amounts attributable to Monthly Payments collected after the Cut-off Date but due on a Due Date or Dates subsequent to the last day of the related Due Period, which amounts shall be remitted on the related Remittance Date next succeeding the Due Period for such amounts.

With respect to any remittance received by the Owner after the Business Day on which such payment was due, the Servicer shall pay to the Owner interest on any such late payment at an annual rate equal to the Prime Rate, adjusted as of the date of each change, plus two percentage points, but in no event greater than the maximum amount permitted by applicable law. Such interest shall be deposited in the Custodial Account by the Servicer on the date such late payment is made and shall cover the period commencing with the day following such Business Day and ending with the Business Day on which such payment is made, both inclusive. Such interest shall be remitted along with the distribution payable on the next succeeding related Remittance Date. The payment by the Servicer of any such interest shall not be deemed an extension of time for payment or a waiver of any Event of Default by the Servicer.

Section 5.02 Statements to the Owner.

The Servicer shall furnish to the Owner an individual Mortgage Loan accounting report (a “Report”), as of the last Business Day of each month, in the Servicer's assigned loan number order to document Mortgage Loan payment activity on an individual Mortgage Loan basis. With respect to each month, such Report shall be received by the Owner (i) no later than the fifth Business Day of the following month of the related Remittance Date on a disk or tape or other computer-readable format, in such format as may be mutually agreed upon by both the Owner and the Servicer, and (ii) no later than the tenth Business Day of the following month of the related Remittance Date in hard copy, which Report shall contain the following:

(i)   with respect to each Monthly Payment, the amount of such remittance allocable to interest

(ii)   the amount of servicing compensation received by the Servicer during the prior distribution period;

(iii)   the aggregate Stated Principal Balance of the Mortgage Loans;

(iv)   the number and aggregate outstanding principal balances of Mortgage Loans (a) delinquent (1) 30 to 59 days, (2) 60 to 89 days, (3) 90 days or more; (b) as to which foreclosure has commenced; and (c) as to which REO Property has been acquired; and

(v)   such other reports as may reasonably be required by the Owner.

The Servicer shall also provide a trial balance, sorted in the Owner's assigned loan number order, and such other loan level scheduled-scheduled remittance information as described on Exhibit E, in electronic tape form, with each such Report.

The Servicer shall prepare and file any and all information statements or other filings required to be delivered to any governmental taxing authority or to Owner pursuant to any applicable law with respect to the Mortgage Loans and the transactions contemplated hereby. In addition, the Servicer shall provide the Owner with such information concerning the Mortgage Loans as is necessary for the Owner to prepare its federal income tax return as the Owner may reasonably request from time to time.

In addition, not more than 60 days after the end of each calendar year, the Servicer shall furnish to each Person who was an Owner at any time during such calendar year an annual statement in accordance with the requirements of applicable federal income tax law as to the aggregate of remittances of principal and interest for the applicable portion of such year.

Section 5.03 Monthly Advances by the Servicer.

Not later than the close of business on the Business Day preceding each Remittance Date, the Servicer shall deposit in the Custodial Account an amount equal to all payments not previously advanced by the Servicer, whether or not deferred pursuant to Section 4.01, of Monthly Payments, adjusted to the related Mortgage Loan Remittance Rate, which are delinquent at the close of business on the related Determination Date; provided, however, that the amount of any such deposit may be reduced by (i) the Amount Held for Future Distribution (as defined below) then on deposit in the Custodial Account, plus (ii) with respect to the initial Remittance Date, the Non-held Early Pay Amount (as defined below). Any portion of the Amount Held for Future Distribution used to pay Monthly Advances shall be replaced by the Servicer by deposit into the Custodial Account on any future Remittance Date to the extent that the funds that are available in the Custodial Account for remittance to the Owner on such Remittance Date are less than the amount of payments required to be made to the Owner on such Remittance Date.

The “Amount Held for Future Distribution” as to any Remittance Date shall be the total of the amounts held in the Custodial Account at the close of business on the preceding Determination Date which were received after the Cut-off Date on account of (i) Liquidation Proceeds, Insurance Proceeds, and Partial Principal Prepayments received or made in the month of such Remittance Date, (ii) Full Principal Payments received after the 15^th day of the month in the month of such Remittance Date, and (iii) payments which represent early receipt of scheduled payments of principal and interest due on a date or dates subsequent to the related Due Date. The "Non-held Early Pay Amount" shall be the total of the amounts on account of payments which represent early receipt of scheduled payments of principal and interest received on or prior to the Cut-off Date.

The Servicer's obligation to make such Monthly Advances as to any Mortgage Loan will continue through the final disposition or liquidation of the Mortgaged Property, unless the Servicer deems such advance to be nonrecoverable from Liquidation Proceeds, REO Disposition Proceeds or Insurance Proceeds with respect to the applicable Mortgage Loan. In such latter event, the Servicer shall deliver to the Owner an Officer's Certificate of the Servicer to the effect that an officer of the Servicer has reviewed the related Servicing File and has obtained a recent appraisal and has made the reasonable determination that any additional advances are nonrecoverable from Liquidation or Insurance Proceeds with respect to the applicable Mortgage Loan.

Section 5.04 Liquidation Reports.

Upon the foreclosure sale of any Mortgaged Property or the acquisition thereof by the Owner pursuant to a deed-in--lieu of foreclosure, the Servicer shall submit to the Owner a liquidation report with respect to such Mortgaged Property in such form as the Servicer and the Owner shall agree. The Servicer shall also provide reports on the status of REO Property containing such information as Owner may reasonably require.

ARTICLE VI

GENERAL SERVICING PROCEDURES

Section 6.01 Assumption Agreements.

The Servicer will, to the extent it has knowledge of any conveyance or prospective conveyance by any Mortgagor of a Mortgaged Property (whether by absolute conveyance or by contract of, sale, and whether or not the Mortgagor remains or is to remain liable under the Mortgage Note and/or the Mortgage), exercise its rights to accelerate the maturity of such Mortgage Loan under any "due-on-sale" clause to the extent permitted by law; provided, however, that the Servicer shall not exercise any such rights if prohibited by law or the terms of the Mortgage Note from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related Primary Mortgage Insurance Policy, if any. If the Servicer reasonably believes it is unable under applicable law to enforce such "due-on-sale" clause, the Servicer, with the approval of the Owner (such approval not to be unreasonably withheld), will enter into an assumption agreement with the person to whom the Mortgaged Property has been conveyed or is proposed to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, to the extent permitted by applicable state law, the Mortgagor remains liable thereon. Where an assumption is allowed pursuant to this Section 6.01, the Servicer, with the prior consent of the primary mortgage insurer, if any, is authorized to enter into a substitution of liability agreement with the person to whom the Mortgaged Property has been conveyed or is proposed to be conveyed pursuant to which the original mortgagor is released from liability and such Person is substituted as mortgagor and becomes liable under the related Mortgage Note. Any such substitution of liability agreement shall be in lieu of an assumption agreement.

In connection with any such assumption or substitution of liability, the Servicer shall follow the underwriting practices and procedures of the Fannie Mae Guide. With respect to an assumption or substitution of liability, the Mortgage Interest Rate borne by the related Mortgage Note and the amount of the Monthly Payment may not be changed. The Servicer shall notify the Owner that any such substitution of liability or assumption agreement has been completed by forwarding to the Owner the original of any such substitution of liability or assumption agreement, which document shall be added to the related Mortgage Loan Documents and shall, for all purposes, be considered a part of such related mortgage file to the same extent as all other documents and instruments constituting a part thereof. All fees collected by the Servicer for entering into an assumption or substitution of liability agreement shall belong to the Servicer.

Notwithstanding the foregoing paragraphs of this section or any other provision of this Agreement, the Servicer shall not be deemed to be in default, breach or any other violation of its obligations hereunder by reason of any assumption of a Mortgage Loan by operation of law or any assumption which the Servicer may be restricted by law from preventing, for any reason whatsoever. For purposes of this Section 6.01, the term "assumption" is deemed to also include a sale of the Mortgaged Property subject to the Mortgage that is not accompanied by an assumption or substitution of liability agreement.

Section 6.02 Satisfaction of Mortgages and Release of Mortgage Loan Documents.

Upon the payment in full of any Mortgage Loan, the Servicer will immediately notify the Custodian with a certification and request for release by a Servicing Officer, which certification shall include a statement to the effect that all amounts received in connection with such payment which are required to be deposited in the Custodial Account pursuant to Section 4.04 have been so deposited, and a request for delivery to the Servicer of the portion of the Mortgage Loan Documents held by the Custodian, and unless the related Mortgage Loans are the subject of a Pass-Through Transfer, such request is to be acknowledged by the Owner. Upon receipt of such certification and request, the Owner shall promptly release or cause the Custodian to promptly release the related Mortgage Loan Documents to the Servicer and the Servicer shall prepare and deliver for execution by the Owner or at the Owner's option execute under the authority of a power of attorney delivered to the Servicer by the Owner any satisfaction or release. No expense incurred in connection with any instrument of satisfaction or deed of reconveyance shall be chargeable to the Custodial Account.

In the event the Servicer satisfies or releases a Mortgage without having obtained payment in full of the indebtedness secured by the Mortgage or should it otherwise prejudice any right the Owner may have under the mortgage instruments, the Servicer, upon written demand, shall remit within two Business Days to the Owner the then outstanding principal balance of the related Mortgage Loan by deposit thereof in the Custodial Account. The Servicer shall maintain the Fidelity Bond insuring the Servicer against any loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

From time to time and as appropriate for the servicing or foreclosure of the Mortgage Loans, including for the purpose of collection under any Primary Mortgage Insurance Policy, upon request of the Servicer and delivery to the Custodian of a servicing receipt signed by a Servicing Officer (and unless the related Mortgage Loans are the subject of a Pass-Through Transfer, acknowledged by the Owner), the Custodian shall release the portion of the Mortgage Loan Documents held by the Custodian to the Servicer. Such servicing receipt shall obligate the Servicer to promptly return the related Mortgage Loan Documents to the Custodian, when the need therefor by the Servicer no longer exists, unless the Mortgage Loan has been liquidated and the Liquidation Proceeds relating to the Mortgage Loan have been deposited in the Custodial Account or such documents have 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 Servicer has promptly delivered to the Owner or the Custodian a certificate of a Servicing Officer certifying as to the name and address of the Person to which such documents were delivered and the purpose or purposes of such delivery. Upon receipt of a certificate of a Servicing Officer stating that such Mortgage Loan was liquidated, the servicing receipt shall be released by the Owner or the Custodian, as applicable, to the Servicer.

Section 6.03 Servicing Compensation.

As compensation for its services hereunder, the Servicer shall be entitled to withdraw from the Custodial Account or to retain from interest payments on the Mortgage Loans the amounts provided for as the Servicer's Servicing Fee. Additional servicing compensation in the form of assumption fees, as provided in Section 6.01, late payment charges and other ancillary fees shall be retained by the Servicer to the extent not required to be deposited in the Custodial Account. The Servicer shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder and shall not be entitled to reimbursement therefor except as specifically provided for.

Section 6.04 Annual Statement as to Compliance.

The Servicer will deliver to the Owner not later than 90 days following the end of each fiscal year of the Servicer, an Officers' Certificate stating, as to each signatory thereof, that (i) a review of the activities of the Servicer during the preceding calendar year and of performance under this Agreement has been made under such officers' supervision, and (ii) to the best of such officers' knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement throughout such year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officers and the nature and status thereof except for such defaults as such Officers in their good faith judgment believe to be immaterial.

Section 6.05 Annual Independent Certified Public Accountants' Servicing Report.

Not later than 90 days following the end of each fiscal year of the Servicer, the Servicer at its expense shall cause a firm of independent public accountants which is a member of the American Institute of Certified Public Accountants to furnish a statement to the Owner to the effect that such firm has examined certain documents and records relating to the Servicer's servicing of mortgage loans of the same type as the Mortgage Loans pursuant to servicing agreements substantially similar to this Agreement, which agreements may include this Agreement, and that, on the basis of such an examination, conducted substantially in accordance with the Uniform Single Attestation Program for Mortgage Bankers, such firm is of the opinion that the Servicer's servicing has been conducted in compliance with the agreements examined pursuant to this Section 6.05, except for (i) such exceptions as such firm shall believe to be immaterial, and (ii) such other exceptions as shall be set forth in such statement.

Section 6.06 Owner's Right to Examine Servicer Records.

The Owner shall have the right to examine and audit, at its expense, upon reasonable notice to the Servicer, during business hours or at such other times as might be reasonable under applicable circumstances, any and all of the books, records, documentation or other information of the Servicer, or held by another for the Servicer or on its behalf or otherwise, which relate to the performance or observance by the Servicer of the terms, covenants or conditions of this Agreement.

The Servicer shall provide to the Owner and any supervisory agents or examiners representing a state or federal governmental agency having jurisdiction over the Owner, including but not limited to OTS, FDIC and other similar entities, access to any documentation regarding the Mortgage Loans in the possession of the Servicer which may be required by any applicable regulations. Such access shall be afforded without charge, upon reasonable request, during normal business hours and at the offices of the Servicer, and in accordance with the applicable federal government agency, FDIC, OTS, or any other similar regulations.

Section 6.07 Compliance with REMIC Provisions.

If a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held, the Servicer shall not take any action, cause the REMIC to take any action or fail to take (or fail to cause to be taken) any action that, under the REMIC Provisions, if taken or not taken, as the case may be could (i) endanger the status of the REMIC as a REMIC or (ii) result in the imposition of a tax upon the REMIC (including but not limited to the tax on “prohibited transactions” as defined in Section 860F(a)(2) of the Code and the tax on “contribution” to a REMIC set forth in Section 860G(d) of the Code unless the Servicer has received an Opinion of Counsel (at the expense of the party seeking to take such actions) to the effect that the contemplated action will not endanger such REMIC status or result in the imposition of any such tax.

Section 6.08 Non-solicitation.

The Servicer shall not knowingly conduct any solicitation exclusively targeted to the Mortgagors for the purpose of inducing or encouraging the early prepayment or refinancing of the related Mortgage Loans. It is understood and agreed that promotions undertaken by the Servicer or any agent or affiliate of the Servicer which are directed to the general public at large, including, without limitation, mass mailings based on commercially acquired mailing lists, newspaper, radio and television advertisements shall not constitute solicitation under this section. Nothing contained herein shall prohibit the Servicer from (i) distributing to Mortgagors any general advertising including information brochures, coupon books, or other similar documentation which indicates services the Seller offers, including refinances or (ii) providing financing of home equity loans to Mortgagors at the Mortgagor’s request.

ARTICLE VII

REPORTS TO BE PREPARED BY SERVICER

Section 7.01 Servicer Shall Provide Information as Reasonably Required.

The Servicer shall furnish to the Owner upon request, during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable or appropriate with respect to the purposes of this Agreement. The Servicer may negotiate with the Owner for a reasonable fee for providing such report or information, unless (i) the Servicer is required to supply such report or information pursuant to any other section of this Agreement, or (ii) the report or information has been requested in connection with Internal Revenue Service, OTS, FDIC or other regulatory agency requirements. All such reports or information shall be provided by and in accordance with all reasonable instructions and directions given by the Owner. The Servicer agrees to execute and deliver all such instruments and take all such action as the Owner, from time to time, may reasonably request in order to effectuate the purpose and to carry out the terms of this Agreement.

ARTICLE VIII

THE SERVICER

Section 8.01 Indemnification; Third Party Claims.

The Servicer agrees to indemnify the Owner and hold it harmless from and against any and all claims, losses, damages, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that the Owner may sustain in any way related to the failure of the Servicer to perform in any way its duties and service the Mortgage Loans in strict compliance with the terms of this Agreement and for breach of any representation or warranty of the Servicer contained herein. The Servicer shall immediately notify the Owner if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, assume (with the consent of the Owner and with counsel reasonably satisfactory to the Owner) the defense of any such claim and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or the Owner in respect of such claim but failure to so notify the Owner shall not limit its obligations hereunder. The Servicer agrees that it will not enter into any settlement of any such claim without the consent of the Owner unless such settlement includes an unconditional release of the Owner from all liability that is the subject matter of such claim. The provisions of this Section 8.01 shall survive termination of this Agreement. In no event will either Purchaser or Seller be liable to the other party to this Agreement for incidental or consequential damages, including, without limitation, loss of profit or loss of business or business opportunity, regardless of the form of action whether in contract, tort or otherwise.

Section 8.02 Merger or Consolidation of the Servicer.

The Servicer will keep in full effect its existence, rights and franchises as a corporation under the laws of the state of its incorporation except as permitted herein, and will 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 or any of the Mortgage Loans and to perform its duties under this Agreement.

Any Person into which the Servicer may be merged or consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Servicer shall be a party, or any Person succeeding to the business of the Servicer whether or not related to loan servicing, shall be the successor of the Servicer 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 shall be an institution (i) having a GAAP net worth of not less than $25,000,000, (ii) the deposits of which are insured by the FDIC, SAIF and/or BIF, or which is a HUD-approved mortgagee whose primary business is in origination and servicing of first lien mortgage loans, and (iii) which is a Fannie Mae or Freddie Mac approved seller/servicer in good standing.

Section 8.03 Limitation on Liability of the Servicer and Others.

Neither the Servicer nor any of the officers, employees or agents of the Servicer shall be under any liability to the Owner 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 made in good faith; provided, however, that this provision shall not protect the Servicer or any such person against any breach of warranties or representations made herein, or failure to perform in any way its obligations in compliance with any standard of care set forth in this Agreement, or any liability which would otherwise be imposed by reason of negligence or any breach of the terms and conditions of this Agreement. The Servicer and any officer, employee or agent of the Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by the Owner respecting any matters arising hereunder. The Servicer shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service the Mortgage Loans in accordance with this Agreement and which in its opinion may involve it in any expenses or liability; provided, however, that the Servicer may, with the consent of the Owner, which consent shall not be unreasonably withheld, undertake any such action which it may deem necessary or desirable with respect to this Agreement and the rights and duties of the parties hereto. In such event, the reasonable legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities for which the Owner will be liable, and the Servicer shall be entitled to be reimbursed therefor from the Owner upon written demand.

Section 8.04 Servicer Not to Resign.

The Servicer shall not resign from the obligations and duties hereby imposed on it except by mutual consent of the Servicer and the Owner or upon the determination that its duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Servicer. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner which Opinion of Counsel shall be in form and substance acceptable to the Owner. No such resignation shall become effective until a successor shall have assumed the Servicer's responsibilities and obligations hereunder in the manner provided in Section 11.01.

Section 8.05 No Transfer of Servicing.

With respect to the retention of the Servicer to service the Mortgage Loans hereunder, the Servicer acknowledges that the Owner has acted in reliance upon the Servicer's independent status, the adequacy of its servicing facilities, plan, personnel, records and procedures, its integrity, reputation and financial standing and the continuance thereof. Without in any way limiting the generality of this section, the Servicer shall not either assign this Agreement or the servicing hereunder or delegate its rights or duties hereunder or any portion thereof, or sell or otherwise dispose of all or substantially all of its property or assets, without the prior written approval of the Owner, which approval shall not be unreasonably withheld; provided that the Servicer may assign the Agreement and the servicing hereunder without the consent of Owner to an affiliate of the Servicer to which all servicing of the Servicer is assigned so long as (i) such affiliate is a Fannie Mae and Freddie Mac approved servicer and (ii) if it is intended that such affiliate be spun off to the shareholders of the Servicer, such affiliate have a GAAP net worth of at least $10,000,000 and (iii) such affiliate shall deliver to the Owner a certification pursuant to which such affiliate shall agree to be bound by the terms and conditions of this Agreement and shall certify that such affiliate is a Fannie Mae and Freddie Mac approved servicer in good standing.

ARTICLE IX

DEFAULT

Section 9.01 Events of Default.

In case one or more of the following Events of Default by the Servicer shall occur and be continuing, that is to say:

(i)any failure by the Servicer to remit to the Owner any payment required to be made under the terms of this Agreement which continues unremedied for a period of three (3) Business Days after written notice thereof (it being understood that this subparagraph shall not affect Servicer's obligation pursuant to Section 5.01 to pay default interest on any remittance received by the Owner after the Business Day on which such payment was due); or

(ii)any failure on the part of the Servicer duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Servicer set forth in this Agreement, the breach of which has a material adverse effect and which continue unremedied for a period of sixty days (except that such number of days shall be fifteen in the case of a failure to pay any premium for any insurance policy required to be maintained under this Agreement and such failure shall be deemed to have a material adverse effect) after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Owner; or

(iii)a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshaling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Servicer and such decree or order shall have remained in force undischarged or unstayed for a period of sixty days; or

(iv)the Servicer shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshaling of assets and liabilities or similar proceedings of or relating to the Servicer or of or relating to all or substantially all of its property; or

(v)the Servicer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations; or

(vi)the Servicer ceases to be approved by either Fannie Mae or Freddie Mac (to the extent such entities are then operating in a capacity similar to that in which they operate on the Closing Date) as a mortgage loan servicer for more than thirty days to the extent such entities perform similar functions; or

(vii)the Servicer attempts to assign its right to servicing compensation hereunder or the Servicer attempts, without the consent of the Owner, to sell or otherwise dispose of all or substantially all of its property or assets or to assign this Agreement or the servicing responsibilities hereunder or to delegate its duties hereunder or any portion thereof except as otherwise permitted herein.

then, and in each and every such case, so long as an Event of Default shall not have been remedied, the Owner, by notice in writing to the Servicer may, in addition to whatever rights the Owner may have under Section 8.01 and at law or equity to damages, including injunctive relief and specific performance, terminate all the rights and obligations of the Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Servicer for the same. On or after the receipt by the Servicer of such written notice, all authority and power of the Servicer under this Agreement, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the successor appointed pursuant to Section 11.01. Upon written request from the Owner, the Servicer shall prepare, execute and deliver, any and all documents and other instruments, place in such successor's possession all Servicing Files, and 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, at the Servicer's sole expense. The Servicer agrees to cooperate with the Owner and such successor in effecting the termination of the Servicer's responsibilities and rights hereunder, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans or any REO Property.

Section 9.02 Waiver of Defaults.

The Owner may waive only by written notice any default by the Servicer in the performance of its obligations hereunder and its consequences. Upon any such waiver of a past default, such default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement. No such waiver shall extend to any subsequent or other default or impair any right consequent thereon except to the extent expressly so waived in writing.

ARTICLE X

TERMINATION

Section 10.01 Termination.

The respective obligations and responsibilities of the Servicer shall terminate upon: (i) the later of the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or the disposition of all REO Property and the remittance of all funds due hereunder; or (ii) by mutual consent of the Servicer and the Owner in writing; or (iii) termination by the Owner pursuant to Section 9.01. Simultaneously with any such termination and the transfer of servicing hereunder, the Servicer shall be entitled to be reimbursed for any outstanding Servicing Advances and Monthly Advances.

Section 10.02 Removal of Mortgage Loans from Inclusion under this Agreement upon a Whole Loan Transfer or a Pass-Through Transfer.

The Servicer acknowledges and the Owner agrees that with respect to some or all of the Mortgage Loans, the Owner may effect either (1) one or more Whole Loan Transfers, or (2) one or more Pass-Through Transfers.

The Servicer shall cooperate with the Owner in connection with any Whole Loan Transfer or Pass-Through Transfer contemplated by the Owner pursuant to this Section. In connection therewith, and without limitation, the Owner shall deliver any reconstitution agreement or other document related to the Whole Loan Transfer or Pass-Through Transfer to the Servicer at least 15 days prior to such transfer (or 30 days if such transfer is to take place in March, June, September or December) and the Servicer shall execute any such reconstitution agreement which contains provisions substantially similar to those herein or otherwise reasonably acceptable to the Owner and the Servicer and which restates the representations and warranties contained in Article III as of the date of transfer (except to the extent any such representation or warranty is not accurate on such date).

With respect to each Whole Loan Transfer or Pass--Through Transfer, as the case may be, effected by the Owner, Owner (i) shall reimburse Servicer for all reasonable out-of-pocket third party costs and expenses related thereto and (ii) shall pay Servicer a reasonable amount representing time and effort expended by Servicer related thereto (which amount shall be reasonably agreed upon by Servicer and Owner prior to the expenditure of such time and effort); provided, however, that for each Whole Loan Transfer and/or Pass--Through Transfer, the sum of such amounts described in subsections (i) and (ii) above shall in no event exceed $5,000. For purposes of this paragraph, all Whole Loan Transfers and/or Pass--Through Transfers made to the same entity within the same accounting cycle shall be considered one Whole Loan Transfer or Pass--Through Transfer.

All Mortgage Loans not sold or transferred pursuant to a Whole Loan Transfer or Pass-Through Transfer shall be subject to this Agreement and shall continue to be serviced in accordance with the terms of this Agreement and with respect thereto this Agreement shall remain in full force and effect.

ARTICLE XI

MISCELLANEOUS PROVISIONS

Section 11.01 Successor to the Servicer.

Prior to termination of the Servicer's responsibilities and duties under this Agreement pursuant to Sections 8.04, 9.01 or 10.01(ii), the Owner shall (i) succeed to and assume all of the Servicer's responsibilities, rights, duties and obligations under this Agreement, or (ii) appoint a successor having the characteristics set forth in Section 8.02 hereof and which shall succeed to all rights and assume all of the responsibilities, duties and liabilities of the Servicer under this Agreement prior to the termination of the Servicer's responsibilities, duties and liabilities under this Agreement. In connection with such appointment and assumption, the Owner may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as the Owner and such successor shall agree. In the event that the Servicer's duties, responsibilities and liabilities under this Agreement should be terminated pursuant to the aforementioned sections, the Servicer shall discharge such duties and responsibilities during the period from the date it acquires knowledge of such termination until the effective date thereof with the same degree of diligence and prudence which it is obligated to exercise under this Agreement, and shall take no action whatsoever that might impair or prejudice the rights or financial condition of its successor. The resignation or removal of the Servicer pursuant to the aforementioned sections shall not become effective until a successor shall be appointed pursuant to this section and shall in no event relieve the Servicer of the representations and warranties made pursuant to Article III and the remedies available to the Owner under Section 8.01, it being understood and agreed that the provisions of such Article III and Section 8.01 shall be applicable to the Servicer notwithstanding any such resignation or termination of the Servicer, or the termination of this Agreement.

Any successor appointed as provided herein shall execute, acknowledge and deliver to the Servicer and to the Owner an instrument accepting such appointment, whereupon such successor shall become fully vested with all the rights, powers, duties, responsibilities, obligations and liabilities of the Servicer, with like effect as if originally named as a party to this Agreement. Any termination or resignation of the Servicer or this Agreement pursuant to Section 8.04, 9.01 or 10.01 shall not affect any claims that the Owner may have against the Servicer arising prior to any such termination or resignation.

The Servicer shall promptly deliver to the successor the funds in the Custodial Account and the Escrow Account and the Servicing Files and related documents and statements held by it hereunder and the Servicer shall account for all funds. The Servicer shall execute and deliver such instruments and do such other things all as may reasonably be required to more fully and definitely vest and confirm in the successor all such rights, powers, duties, responsibilities, obligations and liabilities of the Servicer. The successor shall make such arrangements as it may deem appropriate to reimburse the Servicer for unrecovered Servicing Advances which the successor retains hereunder and which would otherwise have been recovered by the Servicer pursuant to this Agreement but for the appointment of the successor servicer.

Upon a successor's acceptance of appointment as such, the Servicer shall notify the Owner of such appointment.

Section 11.02 Amendment.

This Agreement may be amended from time to time by the Servicer and the Owner by written agreement signed by the Servicer and the Owner.

Section 11.03 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 of all 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 Owner at the Owner's expense on direction of the Owner accompanied by an opinion of counsel to the effect that such recordation materially and beneficially affects the interest of the Owner or is necessary for the administration or servicing the Mortgage Loans.

Section 11.04 Governing Law.

THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAWS. THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Section 11.05 Notices.

Any demands, notices or other communications permitted or required hereunder shall be in writing and shall be deemed conclusively to have been given if personally delivered at or mailed by registered mail, postage prepaid, and return receipt requested or transmitted by telecopier and confirmed by a similar mailed writing, as follows:

(i)	if to the Servicer:
	500 Enterprise Road Horsham, Pennsylvania 19044 Attention: Mr. Frank Ruhl Telecopier No.: (215) 682-3396
(ii)	if to the Owner:
	Mac Arthur Ridge II, 909 Hidden Ridge Drive, Suite 200 Irving, Texas 75038 Attention: Mr. Edward Raice Telecopier No.: (972) 444-2810

or such other address as may hereafter be furnished to the other party by like notice. Any such demand, notice, or communication hereunder shall be deemed to have been received on the date delivered to or received at the premises of the address (as evidenced, in the case of registered or certified mail, by the date noted on the return receipt).

Section 11.06 Severability of Provisions.

Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction. To the extent permitted by applicable law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof. If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate, in good faith, to develop a structure the economic effect of which is nearly as possible the same as the economic effect of this Agreement without regard to such invalidity.

Section 11.07 Exhibits.

The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

Section 11.08 General Interpretive Principles.

For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

(i)the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

(ii)accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally accepted accounting principles;

(iii)references herein to "Articles," "Sections," "Subsections," "Paragraphs," and other subdivisions without reference to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

(iv)a reference to a Subsection without further reference to a Section is a reference to such Subsection as contained in the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

(v)the words "herein," "hereof," "hereunder" and other words of similar import refer to this Agreement as a whole and not to any particular provision; and

(vi)the term "include" or "including" shall mean without limitation by reason of enumeration.

Section 11.09 Reproduction of Documents.

This Agreement and all documents relating hereto, including, without limitation, (i) consents, waivers and modifications which may hereafter be executed, (ii) documents received by any party at the closing, and (iii) financial statements, certificates and other information previously or hereafter furnished, may be reproduced by any photographic, photostatic, microfilm, micro-card, miniature photographic or other similar process. The parties agree that any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding, whether or not the original is in existence and whether or not such reproduction was made by a party in the regular course of business, and that any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

Section 11.10 Confidentiality of Information.

Each party recognizes that, in connection with this Agreement, it may become privy to non-public information regarding the financial condition, operations and prospects of the other party. Except as required to be disclosed by law, each party agrees to keep all non-public information regarding the other party strictly confidential, and to use all such information solely in order to effectuate the purpose of this Agreement.

Section 11.11 Recordation of Assignments of Mortgage.

To the extent permitted by applicable law, each of the Assignments of Mortgage 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 Mortgaged Properties are situated, and in any other appropriate public recording office or elsewhere, such recordation to be effected by the Servicer at the Owner's expense.

Section 11.12 Assignment by the Owner.

The Owner shall have the right, without the consent of the Servicer hereof, to assign, in whole or in part, its interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any person to exercise any rights of the Owner hereunder, by executing an assignment and assumption agreement reasonably acceptable to the Servicer and the assignee or designee shall accede to the rights and obligations hereunder of the Owner with respect to such Mortgage Loans. In no event shall Owner sell a partial interest in any Mortgage Loan. All references to the Owner in this Agreement shall be deemed to include its assignees or designees. It is understood and agreed between the Owners and the Servicer that no more than five (5) Persons shall have the right of owner under this Agreement at any one time.

Section 11.13 No Partnership.

Nothing herein contained shall be deemed or construed to create a co-partnership or joint venture between the parties hereto and the services of the Servicer shall be rendered as an independent contractor and not as agent for Owner.

Section 11.14 Execution; Successors and Assigns.

This Agreement 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 agreement. Subject to Section 8.04, this Agreement shall inure to the benefit of and be binding upon the Servicer and the Owner and their respective successors and assigns.

Section 11.15 Entire Agreement.

Each of the Servicer and the Owner acknowledge that no representations, agreements or promises were made to it by the other party or any of its employees other than those representations, agreements or promises specifically contained herein. This Agreement sets forth the entire understanding between the parties hereto and shall be binding upon all successors of both parties.

IN WITNESS WHEREOF, the Servicer and the Owner have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the date and year first above written.

GMAC MORTGAGE CORPORATION Servicer
By:
	Name:
	Title:

EMC MORTGAGE CORPORATION

Owner

By:  

EXHIBIT A

MORTGAGE LOAN SCHEDULE

EXHIBIT B

CUSTODIAL ACCOUNT LETTER AGREEMENT

(date)

To:______________________

_________________________

_________________________

(the "Depository")

As "Servicer" under the Servicing Agreement, dated as of , (the "Agreement"), we hereby authorize and request you to establish an account, as a Custodial Account pursuant to Section 4.04 of the Agreement, to be designated as "[Servicer] Custodial Account, in trust for [Owner], Owner of Whole Loan Mortgages, and various Mortgagors." All deposits in the account shall be subject to withdrawal therefrom by order signed by the Servicer. You may refuse any deposit which would result in violation of the requirement that the account be fully insured as described below. This letter is submitted to you in duplicate. Please execute and return one original to us.

By:____________________

Name:__________________

Title:_________________

The undersigned, as "Depository", hereby certifies that the above described account has been established under Account Number __________, at the office of the depository indicated above, and agrees to honor withdrawals on such account as provided above. The full amount deposited at any time in the account will be insured up to applicable limits by the Federal Deposit Insurance Corporation through the Bank Insurance Fund or the Savings Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

[ ]

(name of Depository)

By:____________________

Name:__________________

Title:_________________

EXHIBIT C

ESCROW ACCOUNT LETTER AGREEMENT

(date)

To:___________________________

______________________________

______________________________

(the "Depository")

As "Servicer" under the Servicing Agreement, dated as of (the "Agreement"), we hereby authorize and request you to establish an account, as an Escrow Account pursuant to Section 4.06 of the Agreement, to be designated as "[Servicer] Escrow Account, in trust for [Owner], Owner of Whole Loan Mortgages, and various Mortgagors." All deposits in the account shall be subject to withdrawal therefrom by order signed by the Servicer. You may refuse any deposit which would result in violation of the requirement that the account be fully insured as described below. This letter is submitted to you in duplicate. Please execute and return one original to us.

By:____________________

Name:__________________

Title:_________________

The undersigned, as "Depository", hereby certifies that the above described account has been established under Account Number __________, at the office of the depository indicated above, and agrees to honor withdrawals on such account as provided above. The full amount deposited at any time in the account will be insured up to applicable limits by the Federal Deposit Insurance Corporation through the Bank Insurance Fund or the Savings Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

[ ]

(name of Depository)

By:____________________

Name:__________________

Title:_________________

EXHIBIT D

REQUEST FOR RELEASE

EXHIBIT E

LOAN LEVEL SCHEDULED-SCHEDULED

REMITTANCE TAPE LAYOUT

Amendment No. 1 to the Servicing Agreement

This is Amendment No. 1 dated October 1, 2001 to that certain Servicing Agreement (the “Agreement”) dated as of May 1, 2001 between EMC MORTGAGE CORPORATION, as Owner and GMAC MORTGAGE CORPORATION, as Servicer.

W I T N E S S E T H :

WHEREAS, the Owner is the owner of the Mortgage Loans and the Servicer is the servicer of the Mortgage Loans; and

WHEREAS, the Owner and the Servicer wish to amend the Agreement;

NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Purchaser and the Seller agree that the following amendment shall be made to the Agreement:

(a) The following shall replace (i)(a), (b) and (c) in the first paragraph of Section 5.01:

“(i) all amounts credited to the Custodial Account as of the close of business on the related preceding Determination Date, except Principal Prepayments received on or after the first day of the month in which the Remittance Date occurs shall be remitted to the Owner on the next following Remittance Date,”

(b) Capitalized terms used herein and not defined shall have the meanings set forth in the Agreement.

(c) THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAWS. THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

(d) Except as such amendments are made herein, the Agreement shall remain in full force and effect.

[SIGNATURES COMMENCE ON THE FOLLOWING PAGE]

IN WITNESS WHEREOF, the Owner and the Servicer have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written.

EMC MORTGAGE CORPORATION

Purchaser

By:

Name:

Title:

GMAC MORTGAGE CORPORATION

Servicer

By:

Name:

Title:

 

AMENDMENT NO. 2 TO THE MORTGAGE LOAN PURCHASE AGREEMENT

This is Amendment No. 2 dated August 1, 2004 to that certain Mortgage Loan Purchase Agreement (the “Agreement”) dated as of May 1, 2001 between EMC MORTGAGE CORPORATION, as Purchaser and GMAC MORTGAGE CORPORATION, as Seller.

W I T N E S S E T H:

WHEREAS, the Purchaser is the Purchaser of the Mortgage Loans and the Seller is the Seller of the Mortgage Loans; and

WHEREAS, the Purchaser and the Seller wish to amend the Agreement;

NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Purchaser and the Seller agree that the following amendment shall be made to the Agreement:

1.   Capitalized terms used herein and not defined shall have the meanings set forth in the Agreement.

2.   Section 7.03. Repurchase: Paragraph 4, as identified below, is hereby deleted in its entirety:

“In addition to such cure and repurchase obligation, the Seller shall indemnify the Purchaser and hold it harmless against any losses, damages, penalties, forfeitures, reasonable and necessary legal fees and related costs, judgments, and other costs and expenses (exclusive of any marketing costs incurred by the Purchaser for the sale of any Mortgage Loan to a third party and exclusive of any potential profits on the sale of any Mortgage Loan) resulting from a breach by the Seller of the representations and warranties contained in this Section 7. It is understood and agreed that the obligations set forth in this Section 7.03 to cure or repurchase a defective Mortgage Loan and to indemnify the Purchaser as provided herein constitute the sole remedies of the Purchaser respecting a breach of the foregoing representations and warranties.”

3. Section 7.03. Repurchase. The last sentence of Paragraph 3 is hereby deleted in its entirety and replaced with the following:

“Repurchase Price” shall be an amount equal to (i) the outstanding principal balance of such Mortgage Loan as of the date that such Mortgage Loan is to be repurchased, plus (ii) accrued interest thereon at the current net rate for the related Mortgage Loan from the date on which interest has last been paid and distributed to the Purchaser to the last Business Day on the related month of repurchase, plus (iii) any outstanding escrow, servicing or corporate advances related thereto made by Seller or Seller’s servicer, plus (iv) any other losses, damages, penalties, forfeitures, reasonable and necessary legal fees and related costs, judgments, and other costs and expenses suffered by the Purchaser in connection with such Mortgage Loan. In the event a Mortgage Loan is eligible for repurchase under this Agreement, but the Purchaser and Seller agree not to effectuate such repurchase, Seller agrees that is shall remain obligated to the Purchaser for any amounts specified in clause (iv) of the preceding sentence.

4.   THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAWS. THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

5.   Except as such amendments are made herein, the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the Purchaser and the Seller have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written.

EMC MORTGAGE CORPORATION Purchaser
By:
Name:
Title:
GMAC MORTGAGE CORPORATION Seller
By:
Name:	Patricia C. Taylor
Title:	Vice President

AMENDMENT NUMBER THREE

to the

SERVICING AGREEMENT

Dated as of December 20, 2005

between

EMC MORTGAGE CORPORATION,

as Owner

and

GMAC MORTGAGE CORPORATION,

as Servicer

This AMENDMENT NUMBER THREE (this “Amendment”) is made and entered into this 20^th day of December, 2005, by and between EMC Mortgage Corporation, a Delaware corporation, as owner (the “Owner”) and GMAC Mortgage Corporation, as servicer (the “Servicer”) in connection with the Servicing Agreement, dated as of May 1, 2001, between the above mentioned parties (the “Agreement”). This Amendment is made pursuant to Section 11.02 of the Agreement.

RECITALS

WHEREAS, the parties hereto have entered into the Agreement;

WHEREAS, the Agreement provides that the parties thereto may enter into an amendment to the Agreement;

WHEREAS, the parties hereto desire to amend the Agreement as set forth in this Amendment; and

NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

1.Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Agreement.

2.Article I of the Agreement is hereby amended effective as of the date hereof by adding the following definitions to Section 1.01:

Commission or SEC: The Securities and Exchange Commission.

Depositor: The depositor, as such term is defined in Regulation AB, with respect to any Securitization Transaction.

Exchange Act: The Securities Exchange Act of 1934, as amended.

Master Servicer: With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction document.

Pass-Through Transfer: Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Qualified Correspondent: Any Person from which the Servicer purchased Mortgage Loans, provided that the following conditions are satisfied: (i) such Mortgage Loans were originated pursuant to an agreement between the Servicer and such Person that contemplated that such Person would underwrite mortgage loans from time to time, for sale to the Servicer, in accordance with underwriting guidelines designated by the Servicer (“Designated Guidelines”) or guidelines that do not vary materially from such Designated Guidelines; (ii) such Mortgage Loans were in fact underwritten as described in clause (i) above and were acquired by the Servicer within 180 days after origination; (iii) either (x) the Designated Guidelines were, at the time such Mortgage Loans were originated, used by the Servicer in origination of mortgage loans of the same type as the Mortgage Loans for the Servicer’s own account or (y) the Designated Guidelines were, at the time such Mortgage Loans were underwritten, designated by the Servicer on a consistent basis for use by lenders in originating mortgage loans to be purchased by the Servicer; and (iv) the Servicer employed, at the time such Mortgage Loans were acquired by the Servicer, pre-purchase or post-purchase quality assurance procedures (which may involve, among other things, review of a sample of mortgage loans purchased during a particular time period or through particular channels) designed to ensure that Persons from which it purchased mortgage loans properly applied the underwriting criteria designated by the Servicer.

Regulation AB: Subpart 229.1100 - Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Securities Act: The Securities Act of 1933, as amended.

Securitization Transaction: Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Servicing Criteria: As of any date of determination, the “servicing criteria” set forth in Item 1122(d) of Regulation AB, or any amendments thereto, a summary of the requirements of which as of the date hereof is attached hereto as Exhibit G for convenience of reference only. In the event of a conflict or inconsistency between the terms of Exhibit G and the text of Item 1122(d) of Regulation AB, the text of Item 1122(d) of Regulation AB shall control (or those Servicing Criteria otherwise mutually agreed to by the Owner, Servicer and any Person that will be responsible for signing any Sarbanes Certification with respect to a Securitization Transaction in response to evolving interpretations of Regulation AB and incorporated into a revised Exhibit G).

Static Pool Information: Static pool information as described in Item 1105(a)(1)-(3) and 1105(c) of Regulation AB.

Subcontractor: Any vendor, subcontractor or other Person that is not responsible for the overall servicing (as “servicing” is commonly understood by participants in the mortgage-backed securities market) of Mortgage Loans but performs one or more discrete functions identified in Item 1122(d) of Regulation AB with respect to Mortgage Loans under the direction or authority of the Servicer or a Subservicer.

Subservicer: Any Person that services Mortgage Loans on behalf of the Servicer or any Subservicer and is responsible for the performance (whether directly or through Subservicers or Subcontractors) of a substantial portion of the material servicing functions required to be performed by the Servicer under this Agreement or any Reconstitution Agreement that are identified in Item 1122(d) of Regulation AB.

Third-Party Originator: Each Person, other than a Qualified Correspondent, that originated Mortgage Loans acquired by the Servicer.

3.Article III of the Agreement is hereby amended effective as of the date hereof by adding the following new clause (m):

(m)As of the date of each Pass-Through Transfer, and except as has been otherwise disclosed to the Owner, any Master Servicer and any Depositor: (1) the Servicer is not aware and has not received notice that any default or servicing related performance trigger has occurred as to any other securitization due to any act or failure to act of the Servicer; (2) no material noncompliance with applicable servicing criteria as to any other securitization involving residential mortgage loans involving the Servicer as servicer has been disclosed or reported by the Servicer; (3) the Servicer has not been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; (4) no material changes to the Servicer’s servicing policies and procedures with respect to the servicing function it will perform under this Agreement or any Reconstitution Agreement has occurred in the preceding three years; (5) there are no aspects of the Servicer’s financial condition that could have a material adverse impact on the performance by the Servicer of its servicing obligations hereunder; (6) there are no legal proceedings pending, or known to be contemplated by governmental authorities, against the Servicer that could be material to investors in the securities issued in such Pass-Through Transfer; and (7) there are no affiliations, relationships or transactions relating to the Servicer of a type that are described under Item 1119 of Regulation AB.

4.Article IV of the Agreement is hereby amended effective as of the date hereof by adding the following new Section 4.14:

Section 4.14Financial Statements.

Upon request by the Purchaser, the Servicer shall provide its financial statements of its parent for the previous two fiscal years.

5.The Agreement is hereby amended effective as of the date hereof by moving clauses (a) through (m) of Article III to Section 3.01.

6.The Agreement is hereby amended effective as of the date hereof by adding the following new Section 3.02:

Section 3.02 Updates.

(a)If so requested by the Owner or any Depositor on any date, the Servicer shall, within five Business Days, and in no event later than seven Business Days following such request, confirm in writing the accuracy of the representations and warranties set forth in clause (m) of this Article III or, if any such representation and warranty is not accurate as of the date of such request, provide reasonably adequate disclosure of the pertinent facts, in writing, to the requesting party.

(b)If so requested by the Owner or any Depositor for the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of asset-backed securities, the Servicer shall (or shall cause each Subservicer to) (i) notify the Owner, any Master Servicer and any Depositor in writing of (A) any material litigation or governmental proceedings pending against the Servicer or any Subservicer, (B) any affiliations or relationships that develop following the closing date of a Pass-Through Transfer between the Servicer or any Subservicer and any of the parties specified in clause (7) of paragraph (m) of Section 3.01 (and any other parties identified in writing by the requesting party) with respect to such Pass-Through Transfer,(C) any Event of Default under the terms of this Agreement or any Reconstitution Agreement, (D) any merger, consolidation or sale of substantially all of the assets of the Servicer, and (E) the Servicer’s entry into an agreement with a Subservicer to perform or assist in the performance of any of the Servicer’s obligations under this Agreement or any Reconstitution Agreement and (ii) provide to the Owner and any Depositor a description of such proceedings, affiliations or relationships.

All notification pursuant to this Section 3.02(b), other than those pursuant to Section 3.02(b)(i)(A), should be sent to:

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

With a copy to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

Notifications pursuant to Section 3.01(b)(i)(A) should be sent to:

EMC Mortgage Corporation

Two Mac Arthur Ridge

909 Hidden Ridge Drive, Suite 200

Irving, TX 75038

Attention: Associate General Counsel for Loan Administration

Facsimile: (972) 831-2555

With copies to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

(c)As a condition to the succession to the Servicer or any Subservicer as servicer or subservicer under this Agreement or any Reconstitution Agreement by any Person (i) into which the Servicer or such Subservicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Servicer or any Subservicer, the Servicer shall provide to the Owner, any Master Servicer and any Depositor, at least fifteen (15) calendar days prior to the effective date of such succession or appointment, (x) written notice to the Owner, any Master Servicer and any Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Owner, any Master Servicer and such Depositor, all information reasonably requested by the Owner, any Master Servicer or any Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities.

7.Article IV of the Agreement is hereby amended effective as of the date hereof by adding the following after the first sentence of Section 4.01:

In addition, the Servicer shall furnish information regarding the borrower credit files related to such Mortgage Loan to credit reporting agencies in compliance with the provisions of the Fair Credit Reporting Act and the applicable implementing regulations.

8.Article IV of the Agreement is hereby amended effective as of the date hereof by revising the first paragraph of Section 4.03 by adding the following after the first sentence:

In determining the delinquency status of any Mortgage Loan, the Servicer will use delinquency recognition policies as utilized by the Servicer in connection with the servicing of mortgage loans on its own securitizations.

9.Article V of the Agreement is hereby amended effective as of the date hereof by deleting Section 5.02 in its entirety and replacing it with the following:

Section 5.02Statements to the Owner.

The Servicer shall furnish to the Owner an individual Mortgage Loan accounting report (a “Report”), as of the last Business Day of each month, in the Servicer's assigned loan number order to document Mortgage Loan payment activity on an individual Mortgage Loan basis. With respect to each month, such Report shall be received by the Owner (i) no later than the fifth Business Day of the following month of the related Remittance Date on a disk or tape or other computer-readable format, in such format as may be mutually agreed upon by both the Owner and the Servicer, and (ii) no later than the tenth Business Day of the following month of the related Remittance Date in hard copy, which Report shall contain the following:

(i)with respect to each Mortgage Loan and each Monthly Payment, the amount of such remittance allocable to principal (including a separate breakdown of any Principal Prepayment, including the date of such prepayment, and any prepayment penalties or premiums, along with a detailed report of interest on principal prepayment amounts remitted in accordance with Section 4.04);

(ii)with respect to each Mortgage Loan and each Monthly Payment, the amount of such remittance allocable to interest;

(iii)with respect to each Mortgage Loan, the amount of servicing compensation received by the Servicer during the prior distribution period;

(iv)the Stated Principal Balance of each Mortgage Loan and the aggregate Stated Principal Balance of all Mortgage Loans as of the first day of the distribution period and the last day of the distribution period;

(v)with respect to each Mortgage Loan, the current Mortgage Interest Rate;

(vi)with respect to each Mortgage Loan, the aggregate amount of any Insurance Proceeds, Condemnation Proceeds, Liquidation Proceeds and REO Disposition Proceeds received during the prior distribution period;

(vii)with respect to each Mortgage Loan, the amount of any Prepayment Interest Shortfalls paid by the Servicer in accordance with Section 4.04(viii) during the prior distribution period;

(viii)with respect to each Mortgage Loan, the Stated Principal Balance of each Mortgage Loan (a) delinquent as grouped in the following intervals through final liquidation of such Mortgage Loan: 30 to 59 days, 60 to 89 days, 90 days or more; (b) as to which foreclosure has commenced; and (c) as to which REO Property has been acquired;

(ix)with respect to each Mortgage Loan, and in the aggregate for all Mortgage Loans, the amount of any Monthly Advances made by the Servicer during the prior distribution period;

(x)with respect to each Mortgage Loan, the amount of any Servicing Advances made by the Servicer with respect to such Mortgage Loan, and the aggregate amount of Servicing Advances for all Mortgage Loans during the prior distribution period;

(xi)with respect to each Mortgage Loan, a description of any Nonrecoverable Advances made by the Servicer with respect to such Mortgage Loan including the amount, terms and general purpose of such Nonrecoverable Advances, and the aggregate amount of Nonrecoverable Advances for all Mortgage Loans during the prior distribution period;

(xii)with respect to any Mortgage Loan, a description of any material modifications, extensions or waivers to the terms, fees, penalties or payments of such Mortgage Loan during the prior distribution period or that have cumulatively become material over time;

(xiii)with respect to each Mortgage Loan, the Stated Principal Balance of any substitute Mortgage Loan provided by the Servicer and the Stated Principal Balance of any Mortgage Loan that has been replaced by a substitute Mortgage Loan in accordance with Section 3.03 herein;

(xiv)with respect to each Mortgage Loan, the Stated Principal Balance of any Mortgage Loan that has been repurchased by the Servicer in accordance with Section 3.03 herein.

For any Mortgage Loan in a Pass-Through Transfer, the Servicer shall also furnish the following items in the Report to the Master Servicer, provided that if these items are included in the report to the Owner they need not be incorporated in the Report:

(i)the beginning and ending balances of the Custodial Account and Escrow Account;

(ii)with respect to each Mortgage Loan, a description of any Monthly Advances, Servicing Advances and Nonrecoverable Advances reimbursed to the Servicer with respect to such Mortgage Loan during the prior distribution period pursuant to Section 4.05, and the source of funds for such reimbursement, and the aggregate amount of any Monthly Advances, Servicing Advances and Nonrecoverable Advances reimbursed to the Servicer for all Mortgage Loans during the prior distribution period pursuant to Section 4.05; and

(iii)a description of any material breach of a representation or warranty set forth in Section 3.01 or Section 3.02 herein or of any other breach of a covenant or condition contained herein and the status of any resolution of such breach.

In addition, the Servicer shall provide to the Owner such other information known or available to the Servicer that is necessary in order to provide the distribution and pool performance information as required under Item 1121 of Regulation AB, as amended from time to time, as determined by the Owner in its reasonable discretion. Notwithstanding the foregoing, the Servicer shall be under no obligation to provide information that the Owner deems required under Regulation AB if (i) the Servicer does not reasonably believe that such information is required under Regulation AB and (ii) the Servicer is not providing such information for (A) its own securitizations, or (B) any third party securitizations with mortgage loans serviced by the Servicer[, unless the Owner pays all reasonable actual costs incurred by the Servicer in connection with the preparation and delivery of such information and the Servicer is given reasonable time to establish the necessary systems and procedures to produce such information; provided, however, that the costs incurred by the Servicer in connection with establishing the necessary systems and procedures will be split pro rata with any other purchaser that makes a request for similar information.

The Servicer shall also provide a monthly report, in the form of Exhibit E hereto, or such other form as is mutually acceptable to the Servicer, the Owner and any Master Servicer, Exhibit H or such other agreeable format with respect to defaulted mortgage loans and Exhibit I, with respect to realized losses and gains, with each such report.

The Servicer shall prepare and file any and all information statements or other filings required to be delivered to any governmental taxing authority or to Owner pursuant to any applicable law with respect to the Mortgage Loans and the transactions contemplated hereby. In addition, the Servicer shall provide Owner with such information concerning the Mortgage Loans as is necessary for Owner to prepare its federal income tax return as Owner may reasonably request from time to time.

In addition, not more than sixty (60) days after the end of each calendar year, the Servicer shall furnish to each Person who was an Owner at any time during such calendar year an annual statement in accordance with the requirements of applicable federal income tax law as to the aggregate of remittances for the applicable portion of such year.

10.Article VI of the Agreement is hereby amended effective as of the date hereof by deleting Section 6.04 in its entirety and replacing it with the following:

Section 6.04Annual Statement as to Compliance; Annual Certification.

(a)The Servicer will deliver to the Owner and any Master Servicer, using its best efforts to deliver on March 1, but in no event later than March 15, of each calendar year beginning in 2007, an Officers’ Certificate acceptable to the Owner (an “Annual Statement of Compliance”) stating, as to each signatory thereof, that (i) a review of the activities of the Servicer during the preceding calendar year and of performance under this Agreement or other applicable servicing agreement has been made under such officers’ supervision and (ii) to the best of such officers’ knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement or other applicable servicing agreement in all material respects throughout such year, or, if there has been a failure to fulfill any such obligation in any material respect, specifying each such failure known to such officer and the nature and status of cure provisions thereof. Such Annual Statement of Compliance shall contain no restrictions or limitations on its use.

(b)With respect to any Mortgage Loans that are the subject of a Pass-Through Transfer, using its best efforts to deliver on March 1, but in no event later than March 15, of each calendar year beginning in 2007, an officer of the Servicer shall execute and deliver an Officers’ Certificate (an “Annual Certification”) to the Owner, any Master Servicer and any related Depositor for the benefit of each such entity and such entity’s affiliates and the officers, directors and agents of any such entity and such entity’s affiliates, in the form attached hereto as Exhibit F.

In the event that the Servicer fails to timely comply with this Section 6.04 after the cure period set forth herein, commencing on March 15th of the related year, the Owner shall use its commercially reasonable efforts to obtain written or verbal statements or assurances from the Commission, by March 30th of the related year (or such extension of time granted by the Commission so that it can review the facts surrounding any requests made by the Owner) that such failure to provide the required Assessment of Compliance and Attestation Report on a timely basis, and a one time additional failure by the Servicer to comply with this Section 6.04, will not result in any adverse effect on the Owner or its affiliates with respect to any Shelf Registration on Form S-3 of the Owner or any of its affiliates. Any costs or expenses incurred by the Owner in obtaining such statement or assurances from the Commission shall be reimbursed to the Owner by the Servicer. In the event that the Owner is unable to receive any such assurances from the Commission after the use of such commercially reasonable efforts by March 30th (or any extension period granted by the Commission) of the related year, such failure by the Servicer to comply with this Section 6.04 shall be deemed an Event of Default, automatically at such time, without notice and without any cure period, and Owner may, in addition to whatever rights the Owner may have under Section 8.01, subject to the limitation expressed therein, and at law or equity or to damages, including injunctive relief and specific performance, terminate all the rights and obligations of the Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Servicer for the same, as provided in Section 9.01 . Such termination shall be considered with cause pursuant to Section 10.01 of this Agreement. This paragraph shall supersede any other provision in this Agreement or any other agreement to the contrary.

Failure to provide the Annual Statement of Compliance or Annual Certification will be treated as a failure of the Servicer to perform its duties under the Agreement and will be subject to the indemnification provisions of Section 8.01, subject to the limitation expressed therein, of the Agreement. This indemnification is understood by the parties hereto to cover any gross negligence, bad faith or willful misconduct of the Servicer in connection with its performance hereunder. For any indemnification from the Servicer to any Master Servicer, the Servicer in no event will be liable for punitive or consequential damages, regardless of the form of action, whether in contract, tort or otherwise.

If the indemnification provided for therein is unavailable or insufficient to hold harmless the Owner, each affiliate of the Owner, and each of the following parties participating in a Pass-Through Transfer: each sponsor and issuing entity; each Person (including, but not limited to, any Master Servicer, if applicable) responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Pass-Through Transfer, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Pass-Through Transfer; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties or the Depositor (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees, agents and affiliates of each of the foregoing and of the Depositor (each, an “Indemnified Party”), then the Servicer agrees that it shall contribute to the amount paid or payable by such Indemnified Party as a result of any claims, losses, damages or liabilities incurred by such Indemnified Party in such proportion as is appropriate to reflect the relative fault of such Indemnified Party on the one hand and the Servicer on the other.

In the case of any failure of performance described above, the Servicer shall promptly reimburse the Owner, any Depositor, as applicable, and each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for all costs reasonably incurred by each such party in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Servicer, any Subservicer or any Subcontractor.

This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

11.Article VI of the Agreement is hereby amended effective as of the date hereof by deleting Section 6.05 in its entirety and replacing it with the following:

Section 6.05[Reserved].

12.Article VI of the Agreement is hereby amended effective as of the date hereof by adding the following new Section 6.09:

Section 6.09Assessment of Compliance with Servicing Criteria.

On and after January 1, 2006, the Servicer shall service and administer, and shall cause each subservicer to servicer or administer, the Mortgage Loans in accordance with all applicable requirements of the Servicing Criteria.

With respect to any Mortgage Loans that are the subject of a Pass-Through Transfer, the Servicer shall use its best efforts to deliver to the Owner or its designee, any Master Servicer and any Depositor on March 1, but in no event later than March 15 of each calendar year beginning in 2007 a report (an “Assessment of Compliance”) reasonably satisfactory to the Owner, any Master Servicer and any Depositor regarding the Servicer’s assessment of compliance with the Servicing Criteria during the preceding calendar year as required by Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB or as otherwise required by the Master Servicer. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit G hereto delivered to the Owner concurrently with the execution of this Agreement.

With respect to any Mortgage Loans that are the subject of a Pass-Through Transfer, the Servicer shall use its best efforts to deliver to the Owner or its designee, any Master Servicer and any Depositor on March 1, but in no event later than March 15 of each calendar year beginning in 2007 a report (an “Attestation Report”) by a registered public accounting firm that attests to, and reports on, the Assessment of Compliance made by the Servicer, as required by Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122(b) of Regulation AB or as otherwise required by the Master Servicer, which Attestation Report must be made in accordance with standards for attestation reports issued or adopted by the Public Servicer Accounting Oversight Board.

The Servicer shall cause each Subservicer, and each Subcontractor determined by the Servicer pursuant to Section 11.19 to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in Sections 6.09. Each assessment of compliance provided by a Subservicer shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit G hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment.

In the event that the Servicer fails to timely comply with this Section 6.09 after the cure period set forth herein, commencing on March 15th of the related year, the Owner shall use its commercially reasonable efforts to obtain written or verbal statements or assurances from the Commission, by March 30th of the related year (or such extension of time granted by the Commission so that it can review the facts surrounding any requests made by the Owner) that such failure to provide the required Assessment of Compliance and Attestation Report on a timely basis, and a one time additional failure by the Servicer to comply with this Section 6.09, will not result in any adverse effect on the Owner or its affiliates with respect to any Shelf Registration on Form S-3 of the Owner or any of its affiliates. Any costs or expenses incurred by the Owner in obtaining such statement or assurances from the Commission shall be reimbursed to the Owner by the Servicer. In the event that the Owner is unable to receive any such assurances from the Commission after the use of such commercially reasonable efforts by March 30th (or any extension period granted by the Commission) of the related year, such failure by the Servicer to comply with this Section 6.09 shall be deemed an Event of Default, automatically at such time, without notice and without any cure period, and Owner may, in addition to whatever rights the Owner may have under Section 8.01, subject to the limitation expressed therein, and at law or equity or to damages, including injunctive relief and specific performance, terminate all the rights and obligations of the Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Servicer for the same, as provided in Section 9.01 . Such termination shall be considered with cause pursuant to Section 10.01 of this Agreement. This paragraph shall supersede any other provision in this Agreement or any other agreement to the contrary.

Failure to provide the Assessment of Compliance or Attestation Report will be treated as a failure of the Servicer to perform its duties under the Agreement and will be subject to the indemnification provisions of Section 8.01, subject to the limitation expressed therein, of the Agreement. This indemnification is understood by the parties hereto to cover any gross negligence bad faith or willful misconduct of the Servicer in connection with its performance hereunder. For any indemnification from the Servicer to any Master Servicer, the Servicer in no event will be liable for punitive or consequential damages, regardless of the form of action, whether in contract, tort or otherwise.

If the indemnification provided for therein is unavailable or insufficient to hold harmless the Owner, each affiliate of the Owner, and each of the following parties participating in a Pass-Through Transfer: each sponsor and issuing entity; each Person (including, but not limited to, any Master Servicer, if applicable) responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Pass-Through Transfer, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Pass-Through Transfer; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties or the Depositor (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees, agents and affiliates of each of the foregoing and of the Depositor (each, an “Indemnified Party”), then the Servicer agrees that it shall contribute to the amount paid or payable by such Indemnified Party as a result of any claims, losses, damages or liabilities incurred by such Indemnified Party in such proportion as is appropriate to reflect the relative fault of such Indemnified Party on the one hand and the Servicer on the other.

In the case of any failure of performance described above, the Servicer shall promptly reimburse the Owner, any Depositor, as applicable, and each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for all costs reasonably incurred by each such party in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Servicer, any Subservicer or any Subcontractor.

This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

13.Article VI of the Agreement is hereby amended effective as of the date hereof by adding the following new Section 6.10:

Section 6.10Intent of the Parties; Reasonableness.

The Owner and the Servicer acknowledge and agree that a purpose of Section 3.01(m), 4.14, Sections 5.02, 6.04, 6.09 and 10.02 of this Agreement is to facilitate compliance by the Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. None of the Owner, any Master Servicer or any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder. The Servicer acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Owner or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Pass-Through Transfer, the Servicer shall cooperate fully with the Owner to deliver to the Owner (including any of its assignees or designees) and any Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Owner or any Depositor to permit the Owner or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Servicer, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans, reasonably believed by the Owner or any Depositor to be necessary in order to effect such compliance.

Notwithstanding anything to the contrary herein, the Servicer shall be under no obligation to provide information that the Owner deems required under Regulation AB if (i) the Servicer does not reasonably believe that such information is required under Regulation AB and (ii) the Servicer is not providing such information for its own securitizations unless the Owner pays all reasonable costs incurred by the Servicer in connection with the preparation and delivery of such information and the Servicer is given reasonable time to establish the necessary systems and procedures to produce such information; provided, however, that the costs incurred by the Servicer in connection with establishing the necessary systems and procedures will be split pro rata with any other purchaser that makes a request for similar information.

14.Article IX of the Agreement is hereby amended effective as of the date hereof by deleting the first sentence of the last paragraph of Section 9.01 and replacing it with the following (new text underlined):

then, and in each and every such case, so long as an Event of Default shall not have been remedied, the Owner, by notice in writing to the Servicer (or as otherwise stated herein, in which case, automatically and without notice) may, in addition to whatever rights the Owner may have under Section 8.01, subject to the limitation expressed therein, and at law or equity to damages, including injunctive relief and specific performance, terminate all the rights and obligations of the Servicer (and if the Servicer is servicing any of the Mortgage Loans in a Securitization Transaction, appoint a successor servicer reasonably acceptable to any Master Servicer for such Securitization Transaction) under this Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Servicer for the same. On or after the receipt by the Servicer of such written notice, all authority and power of the Servicer under this Agreement, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the successor appointed pursuant to Section 11.01. Upon written request from the Owner, the Servicer shall prepare, execute and deliver, any and all documents and other instruments, place in such successor's possession all Servicing Files, and 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, at the Servicer's sole expense. The Servicer agrees to cooperate with the Owner and such successor in effecting the termination of the Servicer's responsibilities and rights hereunder, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans or any REO Property.

15.Article IX of the Agreement is hereby amended effective as of the date hereof by adding the following at the end of the last paragraph of Section 9.01:

The Servicer shall promptly reimburse the Owner (or any designee of the Owner, such as a Master Servicer) and any Depositor, as applicable, for all reasonable expenses incurred by the Owner (or such designee) or such Depositor, as such are incurred, in connection with the termination of the Servicer as servicer and the transfer of servicing of the Mortgage Loans to a successor servicer. The provisions of this paragraph shall not limit whatever rights the Owner or any Depositor may have under other provisions of this Agreement and/or any applicable Reconstitution Agreement or otherwise, whether in equity or at law, such as an action for damages, specific performance or injunctive relief.

16.Article X of the Agreement is hereby amended effective as of the date hereof by restating Section 10.02 in its entirety as follows:

Section 10.02.Cooperation of Servicer with a Reconstitution.

The Servicer and the Owner agree that with respect to some or all of the Mortgage Loans, on or after the related Closing Date, on one or more dates (each a “Reconstitution Date”) at the Owner’s sole option, the Owner may effect a sale (each, a “Reconstitution”) of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to:

(1)one or more third party purchasers in one or more in whole loan transfers (each, a “Whole Loan Transfer”); or

(2)one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

With respect to each Whole Loan Transfer or Pass-Through Transfer, as the case may be, the Servicer shall (i) following request by the Owner or any Depositor, use best efforts to provide within five, and in no event later than seven Business Days the Owner and such Depositor (or, as applicable, cause each Subservicer to provide), in writing and in form and substance reasonably satisfactory to the Owner and such Depositor, the information and materials specified in paragraphs (a), (b), (c) and (d) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Servicer, provide to the Owner and any Depositor (in writing and in form and substance reasonably satisfactory to the Owner and such Depositor) the information specified in paragraph (d) of this Section.

(a)If so requested by the Owner or any Depositor, the Servicer shall provide such information regarding the Servicer, as servicer of the Mortgage Loans, and each Subservicer (each of the Servicer and each Subservicer, for purposes of this clause (a), a “Servicer”), as is requested for the purpose of compliance with Item 1108 of Regulation AB. Such information shall include, at a minimum:

(1)the Servicer’s form of organization;

(2)a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under this Agreement and any Reconstitution Agreements; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Owner or any Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation:

(i)whether any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing during the three-year period immediately preceding the related Securitization Transaction;

(ii)the extent of outsourcing the Servicer utilizes;

(iii)whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the related Securitization Transaction;

(iv)whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and

(v)such other information as the Owner or any Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) of Regulation AB;

(3)a description of any material changes during the three-year period immediately preceding the related Securitization Transaction to the Servicer’s policies or procedures with respect to the servicing function it will perform under this Agreement and any Reconstitution Agreements for mortgage loans of a type similar to the Mortgage Loans;

(4)information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Servicer of its servicing obligations under this Agreement or any Reconstitution Agreement;

(5)information regarding advances made by the Servicer on the Mortgage Loans and the Servicer’s overall servicing portfolio of residential mortgage loans for the three-year period immediately preceding the related Securitization Transaction, which may be limited to a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance;

(6)a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans;

(7)a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and

(8)information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience.

(b)If so requested by the Owner or any Depositor for the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of asset-backed securities, the Servicer shall (or shall cause each Subservicer to) (i) notify the Servicer, any Master Servicer and any Depositor in writing of (A) any material litigation or governmental proceedings involving the Company or any Subservicer, (B) any affiliations or relationships that develop following the closing date of a Securitization Transaction between the Owner or any Subservicer and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, (C) any Event of Default under the terms of this Agreement or any Reconstitution Agreement, (D) any merger, consolidation or sale of substantially all of the assets of the Owner, and (E) the Owner’s entry into an agreement with a Subservicer to perform or assist in the performance of any of the Owner’s obligations under this Agreement or any Reconstitution Agreement and (ii) provide to the Servicer and any Depositor a description of such proceedings, affiliations or relationships.

As a condition to the succession to the Owner or any Subservicer as servicer or subservicer under this Agreement or any Reconstitution Agreement by any Person (i) into which the Owner or such Subservicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Owner or any Subservicer, the Owner shall provide to the Servicer, any Master Servicer, and any Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Servicer and any Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Servicer and such Depositor, all information reasonably requested by the Servicer or any Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities;

In addition to such information as the Owner, as servicer, is obligated to provide pursuant to other provisions of this Agreement, not later than ten days prior to the deadline for the filing of any distribution report on Form 10-D in respect of any Securitization Transaction that includes any of the Mortgage Loans serviced by the Owner or any Subservicer, the Owner or such Subservicer, as applicable, shall, to the extent the Owner or such Subservicer has knowledge, provide to the party responsible for filing such report (including, if applicable, the Master Servicer) notice of the occurrence of any of the following events along with all information, data, and materials related thereto as may be required to be included in the related distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below):

(A)any material modifications, extensions or waivers of pool asset terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB);

(B)material breaches of pool asset representations or warranties or transaction covenants (Item 1121(a)(12) of Regulation AB); and

(C)information regarding new asset-backed securities issuances backed by the same pool assets, any pool asset changes (such as, additions, substitutions or repurchases), and any material changes in origination, underwriting or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB); and

The Owner shall provide to the Servicer, any Master Servicer and any Depositor, evidence of the authorization of the person signing any certification or statement, copies or other evidence of Fidelity Bond Insurance and Errors and Omission Insurance policy, financial information and reports, and such other information related to the Owner or any Subservicer or the Owner or such Subservicer’s performance hereunder.

Notwithstanding the foregoing, the Servicer shall be under no obligation to provide information that the Owner deems required under Regulation AB if (i) the Servicer does not reasonably believe that such information is required under Regulation AB and (ii) the Servicer is not providing such information for (A) its own securitizations, or (B) any third party securitizations with mortgage loans serviced by the Servicer[, unless the Owner pays all reasonable actual costs incurred by the Servicer in connection with the preparation and delivery of such information and the Servicer is given reasonable time to establish the necessary systems and procedures to produce such information; provided, however, that the costs incurred by the Servicer in connection with establishing the necessary systems and procedures will be split pro rata with any other purchaser that makes a request for similar information..

All Mortgage Loans not sold or transferred pursuant to a Reconstitution shall remain subject to, and serviced in accordance with the terms of, this Agreement and the related Term Sheet, and with respect thereto this Agreement and the related Term Sheet shall remain in full force and effect.

17.Article XI of the Agreement is hereby amended effective as of the date hereof by adding the following new Section 11.16:

Section 11.16. Use of Subservicers and Subcontractors.

(a)The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (d) of this Section.

(b)It shall not be necessary for the Servicer to seek the consent of the Owner to the utilization of any subservicer. The Servicer shall cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section and with Sections 3.01(m), 4.14, 6.04, 6.09 and 10.02 of this Agreement to the same extent as if such Subservicer were the Servicer, and to provide the information required with respect to such Subservicer under Section 3.02(b) of this Agreement. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Owner, any Master Servicer and any Depositor any Annual Statement of Compliance required to be delivered by such Subservicer under Section 6.04(a), any Assessment of Compliance and Attestation Report required to be delivered by such Subservicer under Section 6.09 and any Annual Certification required under Section 6.04(b) as and when required to be delivered.

(c)The Servicer shall promptly upon request provide to the Owner, any Master Servicer and any Depositor (or any designee of the Depositor, such as an administrator) a written description (in form and substance satisfactory to the Owner, any Master Servicer and such Depositor) of the role and function of each Subcontractor utilized by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

(d)As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 6.09 and 10.02 of this Agreement to the same extent as if such Subcontractor were the Servicer. The Servicer shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any Assessment of Compliance and Attestation Report and the other certificates required to be delivered by such Subservicer and such Subcontractor under Section 6.09, in each case as and when required to be delivered.

18.Article XI of the Agreement is hereby amended effective as of the date hereof by adding the following new Section 11.17:

For purposes of this Agreement, and with respect to any Mortgage Loan in a Pass-Through Transfer, the related Master Servicer shall be considered a third party beneficiary to this Agreement, entitled to all the rights and benefits hereof as if it were a direct party to this Agreement, with respect to such Mortgage Loans.

19.The Agreement is hereby amended effective as of the date hereof by deleting Exhibit E in its entirety and replacing it with the following:

EXHIBIT E

REPORTING DATA FOR MONTHLY REPORT

Standard File Layout - Master Servicing
Column Name	Description	Decimal	Format Comment	Max Size
SER_INVESTOR_NBR	A value assigned by the Servicer to define a group of loans.		Text up to 10 digits	20
LOAN_NBR	A unique identifier assigned to each loan by the investor.		Text up to 10 digits	10
SERVICER_LOAN_NBR	A unique number assigned to a loan by the Servicer. This may be different than the LOAN_NBR.		Text up to 10 digits	10
BORROWER_NAME	The borrower name as received in the file. It is not separated by first and last name.		Maximum length of 30 (Last, First)	30
SCHED_PAY_AMT	Scheduled monthly principal and scheduled interest payment that a borrower is expected to pay, P&I constant.	2	No commas(,) or dollar signs ($)	11
NOTE_INT_RATE	The loan interest rate as reported by the Servicer.	4	Max length of 6	6
NET_INT_RATE	The loan gross interest rate less the service fee rate as reported by the Servicer.	4	Max length of 6	6
SERV_FEE_RATE	The servicer's fee rate for a loan as reported by the Servicer.	4	Max length of 6	6
SERV_FEE_AMT	The servicer's fee amount for a loan as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
NEW_PAY_AMT	The new loan payment amount as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
NEW_LOAN_RATE	The new loan rate as reported by the Servicer.	4	Max length of 6	6
ARM_INDEX_RATE	The index the Servicer is using to calculate a forecasted rate.	4	Max length of 6	6
ACTL_BEG_PRIN_BAL	The borrower's actual principal balance at the beginning of the processing cycle.	2	No commas(,) or dollar signs ($)	11
ACTL_END_PRIN_BAL	The borrower's actual principal balance at the end of the processing cycle.	2	No commas(,) or dollar signs ($)	11
BORR_NEXT_PAY_DUE_DATE	The date at the end of processing cycle that the borrower's next payment is due to the Servicer, as reported by Servicer.		MM/DD/YYYY	10
SERV_CURT_AMT_1	The first curtailment amount to be applied.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_DATE_1	The curtailment date associated with the first curtailment amount.		MM/DD/YYYY	10
CURT_ADJ_ AMT_1	The curtailment interest on the first curtailment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_AMT_2	The second curtailment amount to be applied.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_DATE_2	The curtailment date associated with the second curtailment amount.		MM/DD/YYYY	10
CURT_ADJ_ AMT_2	The curtailment interest on the second curtailment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_AMT_3	The third curtailment amount to be applied.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_DATE_3	The curtailment date associated with the third curtailment amount.		MM/DD/YYYY	10
CURT_ADJ_AMT_3	The curtailment interest on the third curtailment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
PIF_AMT	The loan "paid in full" amount as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
PIF_DATE	The paid in full date as reported by the Servicer.		MM/DD/YYYY	10
			Action Code Key: 15=Bankruptcy, 30=Foreclosure, , 60=PIF, 63=Substitution, 65=Repurchase,70=REO	2
ACTION_CODE	The standard FNMA numeric code used to indicate the default/delinquent status of a particular loan.
INT_ADJ_AMT	The amount of the interest adjustment as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
SOLDIER_SAILOR_ADJ_AMT	The Soldier and Sailor Adjustment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
NON_ADV_LOAN_AMT	The Non Recoverable Loan Amount, if applicable.	2	No commas(,) or dollar signs ($)	11
LOAN_LOSS_AMT	The amount the Servicer is passing as a loss, if applicable.	2	No commas(,) or dollar signs ($)	11
SCHED_BEG_PRIN_BAL	The scheduled outstanding principal amount due at the beginning of the cycle date to be passed through to investors.	2	No commas(,) or dollar signs ($)	11
SCHED_END_PRIN_BAL	The scheduled principal balance due to investors at the end of a processing cycle.	2	No commas(,) or dollar signs ($)	11
SCHED_PRIN_AMT	The scheduled principal amount as reported by the Servicer for the current cycle -- only applicable for Scheduled/Scheduled Loans.	2	No commas(,) or dollar signs ($)	11
SCHED_NET_INT	The scheduled gross interest amount less the service fee amount for the current cycle as reported by the Servicer -- only applicable for Scheduled/Scheduled Loans.	2	No commas(,) or dollar signs ($)	11
ACTL_PRIN_AMT	The actual principal amount collected by the Servicer for the current reporting cycle -- only applicable for Actual/Actual Loans.	2	No commas(,) or dollar signs ($)	11
ACTL_NET_INT	The actual gross interest amount less the service fee amount for the current reporting cycle as reported by the Servicer -- only applicable for Actual/Actual Loans.	2	No commas(,) or dollar signs ($)	11
PREPAY_PENALTY_ AMT	The penalty amount received when a borrower prepays on his loan as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
PREPAY_PENALTY_ WAIVED	The prepayment penalty amount for the loan waived by the servicer.	2	No commas(,) or dollar signs ($)	11
MOD_DATE	The Effective Payment Date of the Modification for the loan.		MM/DD/YYYY	10
MOD_TYPE	The Modification Type.		Varchar - value can be alpha or numeric	30
DELINQ_P&I_ADVANCE_AMT	The current outstanding principal and interest advances made by Servicer.	2	No commas(,) or dollar signs ($)	11

20.The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit F:

EXHIBIT F

FORM OF SERVICER CERTIFICATION

Re:   The [] agreement dated as of [l, 200[ ] (the “Agreement”), among [IDENTIFY PARTIES]

I, ____________________________, the _______________________ of [NAME OF SERVICER] (the “Company”), certify to [the Purchaser], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:

I have reviewed the servicer compliance statement of the Company provided in accordance with Item 1123 of Regulation AB (the “Compliance Statement”), the report on assessment of the Company’s compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB (the “Servicing Criteria”), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB (the “Servicing Assessment”), the registered public accounting firm’s attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the “Attestation Report”), and all servicing reports, officer’s certificates and other information relating to the servicing of the Mortgage Loans by the Company during 200[ ] that were delivered by the Company to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (collectively, the “Company Servicing Information”);

Based on my knowledge, the Company Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading with respect to the period of time covered by the Company Servicing Information;

Based on my knowledge, all of the Company Servicing Information required to be provided by the Company under the Agreement has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

I am responsible for reviewing the activities performed by the Company as servicer under the Agreement, and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Company has fulfilled its obligations under the Agreement in all material respects; and

The Compliance Statement required to be delivered by the Company pursuant to this Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Company and by any Subservicer and Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer]. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports.

21.The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit G:

EXHIBIT G

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

The assessment of compliance to be delivered by [the Servicer] [Name of Subservicer] shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”:

Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
	General Servicing Considerations
1122(d)(1)(i)	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.
	Cash Collection and Administration
1122(d)(2)(i)	Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.
1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.
1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.
1122(d)(4)(ii)	Mortgage loan and related documents are safeguarded as required by the transaction agreements
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.
1122(d)(4)(iv)	Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.
1122(d)(4)(v)	The Servicer’s records regarding the mortgage loans agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor's mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.
1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days specified in the transaction agreements.
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.

[NAME OF COMPANY] [NAME OF SUBSERVICER]

Date:

By:

Name:

Title:

22.The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit H:

EXHIBIT H

REPORTING DATA FOR DEFAULTED LOANS

Standard File Layout - Delinquency Reporting
Column/Header Name	Description	Decimal	Format Comment
SERVICER_LOAN_NBR	A unique number assigned to a loan by the Servicer. This may be different than the LOAN_NBR
LOAN_NBR	A unique identifier assigned to each loan by the originator.
CLIENT_NBR	Servicer Client Number
SERV_INVESTOR_NBR	Contains a unique number as assigned by an external servicer to identify a group of loans in their system.
BORROWER_FIRST_NAME	First Name of the Borrower.
BORROWER_LAST_NAME	Last name of the borrower.
PROP_ADDRESS	Street Name and Number of Property
PROP_STATE	The state where the property located.
PROP_ZIP	Zip code where the property is located.
BORR_NEXT_PAY_DUE_DATE	The date that the borrower's next payment is due to the servicer at the end of processing cycle, as reported by Servicer.		MM/DD/YYYY
LOAN_TYPE	Loan Type (i.e. FHA, VA, Conv)
BANKRUPTCY_FILED_DATE	The date a particular bankruptcy claim was filed.		MM/DD/YYYY
BANKRUPTCY_CHAPTER_CODE	The chapter under which the bankruptcy was filed.
BANKRUPTCY_CASE_NBR	The case number assigned by the court to the bankruptcy filing.
POST_PETITION_DUE_DATE	The payment due date once the bankruptcy has been approved by the courts		MM/DD/YYYY
BANKRUPTCY_DCHRG_DISM_DATE	The Date The Loan Is Removed From Bankruptcy. Either by Dismissal, Discharged and/or a Motion For Relief Was Granted.		MM/DD/YYYY
LOSS_MIT_APPR_DATE	The Date The Loss Mitigation Was Approved By The Servicer		MM/DD/YYYY
LOSS_MIT_TYPE	The Type Of Loss Mitigation Approved For A Loan Such As;
LOSS_MIT_EST_COMP_DATE	The Date The Loss Mitigation /Plan Is Scheduled To End/Close		MM/DD/YYYY
LOSS_MIT_ACT_COMP_DATE	The Date The Loss Mitigation Is Actually Completed		MM/DD/YYYY
FRCLSR_APPROVED_DATE	The date DA Admin sends a letter to the servicer with instructions to begin foreclosure proceedings.		MM/DD/YYYY
ATTORNEY_REFERRAL_DATE	Date File Was Referred To Attorney to Pursue Foreclosure		MM/DD/YYYY
FIRST_LEGAL_DATE	Notice of 1st legal filed by an Attorney in a Foreclosure Action		MM/DD/YYYY
FRCLSR_SALE_EXPECTED_DATE	The date by which a foreclosure sale is expected to occur.		MM/DD/YYYY
FRCLSR_SALE_DATE	The actual date of the foreclosure sale.		MM/DD/YYYY
FRCLSR_SALE_AMT	The amount a property sold for at the foreclosure sale.	2	No commas(,) or dollar signs ($)
EVICTION_START_DATE	The date the servicer initiates eviction of the borrower.		MM/DD/YYYY
EVICTION_COMPLETED_DATE	The date the court revokes legal possession of the property from the borrower.		MM/DD/YYYY
LIST_PRICE	The price at which an REO property is marketed.	2	No commas(,) or dollar signs ($)
LIST_DATE	The date an REO property is listed at a particular price.		MM/DD/YYYY
OFFER_AMT	The dollar value of an offer for an REO property.	2	No commas(,) or dollar signs ($)
OFFER_DATE_TIME	The date an offer is received by DA Admin or by the Servicer.		MM/DD/YYYY
REO_CLOSING_DATE	The date the REO sale of the property is scheduled to close.		MM/DD/YYYY
REO_ACTUAL_CLOSING_DATE	Actual Date Of REO Sale		MM/DD/YYYY
OCCUPANT_CODE	Classification of how the property is occupied.
PROP_CONDITION_CODE	A code that indicates the condition of the property.
PROP_INSPECTION_DATE	The date a property inspection is performed.		MM/DD/YYYY
APPRAISAL_DATE	The date the appraisal was done.		MM/DD/YYYY
CURR_PROP_VAL	The current "as is" value of the property based on brokers price opinion or appraisal.	2
REPAIRED_PROP_VAL	The amount the property would be worth if repairs are completed pursuant to a broker's price opinion or appraisal.	2
If applicable:
DELINQ_STATUS_CODE	FNMA Code Describing Status of Loan
DELINQ_REASON_CODE	The circumstances which caused a borrower to stop paying on a loan. Code indicates the reason why the loan is in default for this cycle.
MI_CLAIM_FILED_DATE	Date Mortgage Insurance Claim Was Filed With Mortgage Insurance Company.		MM/DD/YYYY
MI_CLAIM_AMT	Amount of Mortgage Insurance Claim Filed		No commas(,) or dollar signs ($)
MI_CLAIM_PAID_DATE	Date Mortgage Insurance Company Disbursed Claim Payment		MM/DD/YYYY
MI_CLAIM_AMT_PAID	Amount Mortgage Insurance Company Paid On Claim	2	No commas(,) or dollar signs ($)
POOL_CLAIM_FILED_DATE	Date Claim Was Filed With Pool Insurance Company		MM/DD/YYYY
POOL_CLAIM_AMT	Amount of Claim Filed With Pool Insurance Company	2	No commas(,) or dollar signs ($)
POOL_CLAIM_PAID_DATE	Date Claim Was Settled and The Check Was Issued By The Pool Insurer		MM/DD/YYYY
POOL_CLAIM_AMT_PAID	Amount Paid On Claim By Pool Insurance Company	2	No commas(,) or dollar signs ($)
FHA_PART_A_CLAIM_FILED_DATE	Date FHA Part A Claim Was Filed With HUD		MM/DD/YYYY
FHA_PART_A_CLAIM_AMT	Amount of FHA Part A Claim Filed	2	No commas(,) or dollar signs ($)
FHA_PART_A_CLAIM_PAID_DATE	Date HUD Disbursed Part A Claim Payment		MM/DD/YYYY
FHA_PART_A_CLAIM_PAID_AMT	Amount HUD Paid on Part A Claim	2	No commas(,) or dollar signs ($)
FHA_PART_B_CLAIM_FILED_DATE	Date FHA Part B Claim Was Filed With HUD		MM/DD/YYYY
FHA_PART_B_CLAIM_AMT	Amount of FHA Part B Claim Filed	2	No commas(,) or dollar signs ($)
FHA_PART_B_CLAIM_PAID_DATE	Date HUD Disbursed Part B Claim Payment		MM/DD/YYYY
FHA_PART_B_CLAIM_PAID_AMT	Amount HUD Paid on Part B Claim	2	No commas(,) or dollar signs ($)
VA_CLAIM_FILED_DATE	Date VA Claim Was Filed With the Veterans Admin		MM/DD/YYYY
VA_CLAIM_PAID_DATE	Date Veterans Admin. Disbursed VA Claim Payment		MM/DD/YYYY
VA_CLAIM_PAID_AMT	Amount Veterans Admin. Paid on VA Claim	2	No commas(,) or dollar signs ($)

Exhibit 2:Standard File Codes - Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:

·   ASUM-Approved Assumption

·   BAP-Borrower Assistance Program

·   CO- Charge Off

·   DIL- Deed-in-Lieu

·   FFA- Formal Forbearance Agreement

·   MOD- Loan Modification

·   PRE- Pre-Sale

·   SS- Short Sale

·   MISC-Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are consistent with industry standards. If Loss Mitigation Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:

·   Mortgagor

·   Tenant

·   Unknown

·   Vacant

The Property Condition field should show the last reported condition of the property as follows:

·   Damaged

·   Excellent

·   Fair

·   Gone

·   Good

·   Poor

·   Special Hazard

·   Unknown

Exhibit 2:Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

Delinquency Code	Delinquency Description
001	FNMA-Death of principal mortgagor
002	FNMA-Illness of principal mortgagor
003	FNMA-Illness of mortgagor’s family member
004	FNMA-Death of mortgagor’s family member
005	FNMA-Marital difficulties
006	FNMA-Curtailment of income
007	FNMA-Excessive Obligation
008	FNMA-Abandonment of property
009	FNMA-Distant employee transfer
011	FNMA-Property problem
012	FNMA-Inability to sell property
013	FNMA-Inability to rent property
014	FNMA-Military Service
015	FNMA-Other
016	FNMA-Unemployment
017	FNMA-Business failure
019	FNMA-Casualty loss
022	FNMA-Energy environment costs
023	FNMA-Servicing problems
026	FNMA-Payment adjustment
027	FNMA-Payment dispute
029	FNMA-Transfer of ownership pending
030	FNMA-Fraud
031	FNMA-Unable to contact borrower
INC	FNMA-Incarceration

Exhibit 2:Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

Status Code	Status Description
09	Forbearance
17	Pre-foreclosure Sale Closing Plan Accepted
24	Government Seizure
26	Refinance
27	Assumption
28	Modification
29	Charge-Off
30	Third Party Sale
31	Probate
32	Military Indulgence
43	Foreclosure Started
44	Deed-in-Lieu Started
49	Assignment Completed
61	Second Lien Considerations
62	Veteran’s Affairs-No Bid
63	Veteran’s Affairs-Refund
64	Veteran’s Affairs-Buydown
65	Chapter 7 Bankruptcy
66	Chapter 11 Bankruptcy
67	Chapter 13 Bankruptcy

23.The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit I:

EXHIBIT I

REPORTING DATA FOR REALIZED LOSSES AND GAINS

Calculation of Realized Loss/Gain Form 332- Instruction Sheet

NOTE: Do not net or combine items. Show all expenses individually and all credits as separate line items. Claim packages are due on the remittance report date. Late submissions may result in claims not being passed until the following month. The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.

1.

2.The numbers on the 332 form correspond with the numbers listed below.

Liquidation and Acquisition Expenses:

1.   The Actual Unpaid Principal Balance of the Mortgage Loan. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required.

2.   The Total Interest Due less the aggregate amount of servicing fee that would have been earned if all delinquent payments had been made as agreed. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required.

3.   Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as calculated on a monthly basis. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required.

4-12.Complete as applicable. Required documentation:

* For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period

of coverage, base tax, interest, penalty. Advances prior to default require evidence of servicer efforts to recover advances.

* For escrow advances - complete payment history

(to calculate advances from last positive escrow balance forward)

* Other expenses -  copies of corporate advance history showing all payments

* REO repairs > $1500 require explanation

* REO repairs >$3000 require evidence of at least 2 bids.

* Short Sale or Charge Off require P&L supporting the decision and WFB’s approved Officer Certificate

* Unusual or extraordinary items may require further documentation.

13.     The total of lines 1 through 12.

3.Credits:

14-21.Complete as applicable. Required documentation:

* Copy of the HUD 1 from the REO sale. If a 3^rd Party Sale, bid instructions and Escrow Agent / Attorney

Letter of Proceeds Breakdown.

* Copy of EOB for any MI or gov't guarantee

* All other credits need to be clearly defined on the 332 form            

22.   The total of lines 14 through 21.

Please Note:For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part B/Supplemental proceeds.

Total Realized Loss (or Amount of Any Gain)

23.The total derived from subtracting line 22 from 13. If the amount represents a realized gain, show the amount in parenthesis ( ).

Calculation of Realized Loss/Gain Form 332

Prepared by: __________________Date: _______________

Phone: ______________________    Email Address:_____________________

Servicer Loan No.   Servicer Name   Servicer Address        

WELLS FARGO BANK, N.A. Loan No._____________________________

Borrower's Name: _________________________________________________________

Property Address: _________________________________________________________

Liquidation Type: REO Sale 3^rd Party SaleShort SaleCharge Off

Was this loan granted a Bankruptcy deficiency or cramdownYes No

If “Yes”, provide deficiency or cramdown amount _______________________________

Liquidation and Acquisition Expenses:
(1)	Actual Unpaid Principal Balance of Mortgage Loan		$	(1)
(2)	Interest accrued at Net Rate			(2)
(3)	Accrued Servicing Fees			(3)
(4)	Attorney's Fees			(4)
(5)	Taxes (see page 2)			(5)
(6)	Property Maintenance			(6)
(7)	MI/Hazard Insurance Premiums (see page 2)			(7)
(8)	Utility Expenses			(8)
(9)	Appraisal/BPO			(9)
(10)	Property Inspections			(10)
(11)	FC Costs/Other Legal Expenses			(11)
(12)	Other (itemize)			(12)
		Cash for Keys		(12)
		HOA/Condo Fees		(12)
				(12)
		Total Expenses	$	(13)
Credits:
(14)	Escrow Balance		$	(14)
(15)	HIP Refund			(15)
(16)	Rental Receipts			(16)
(17)	Hazard Loss Proceeds			(17)
(18)	Primary Mortgage Insurance / Gov’t Insurance			(18a)
	(18a) HUD Part A
				(18b)
	(18b) HUD Part B
(19)	Pool Insurance Proceeds			(19)
(20)	Proceeds from Sale of Acquired Property			(20)
(21)	Other (itemize)			(21)
				(21)
	Total Credits		$	(22)
Total Realized Loss (or Amount of Gain)			$	(23)

Escrow Disbursement Detail

Type (Tax /Ins.) Date Paid Period of Coverage Total Paid Base Amount Penalties Interest

24.Except as amended above, the Agreement shall continue to be in full force and effect in accordance with its terms.

25.This Amendment may be executed by one or more of the parties hereto on any number of separate counterparts and of said counterparts taken together shall be deemed to constitute one and the same instrument.

[SIGNATURE PAGES FOLLOW]

IN WITNESS WHEREOF, the following parties have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written.

EMC MORTGAGE CORPORATION,

as Owner

By:

Name:

Title:

GMAC MORTGAGE CORPORATION,

as Servicer

By:

Name:

Title:

EXHIBIT H-3

SERVICING AGREEMENT

BANK OF AMERICA, NATIONAL CORPORATION

AMENDED AND RESTATED

FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT

between

BANK OF AMERICA, NATIONAL ASSOCIATION,

as Seller and as Servicer,

and

EMC MORTGAGE CORPORATION

as Purchaser

April 1, 2005

Residential Mortgage Loans

SECTION 1. Definitions.

SECTION 2. Purchase and Conveyance.

SECTION 3. Mortgage Loan Schedule.

SECTION 4. Purchase Price.

SECTION 5. Examination of Mortgage Files.

SECTION 6. Delivery of Mortgage Loan Documents.

Subsection 6.01 Possession of Mortgage Files.

Subsection 6.02 Books and Records.

Subsection 6.03 Delivery of Mortgage Loan Documents.

SECTION 7. Representations, Warranties and Covenants; Remedies for Breach.

Subsection 7.01 Representations and Warranties Regarding Individual Mortgage Loans.

Subsection 7.02 Seller and Servicer Representations.

Subsection 7.03 Remedies for Breach of Representations and Warranties.

Subsection 7.04 Repurchase of Certain Prepaid or Converted Mortgage Loans.

SECTION 8. Closing Conditions.

SECTION 9. [Reserved.]

SECTION 10. Costs.

SECTION 11. Administration and Servicing of Mortgage Loans.

Subsection 11.01 Servicer to Act as Servicer; Subservicing.

Subsection 11.02 Liquidation of Mortgage Loans.

Subsection 11.03 Collection of Mortgage Loan Payments.

Subsection 11.04 Establishment of Custodial Account; Deposits in Custodial Account.

Subsection 11.05 Withdrawals From the Custodial Account.

Subsection 11.06 Establishment of Escrow Account; Deposits in Escrow Account.

Subsection 11.07 Withdrawals From Escrow Account.

Subsection 11.08 Payment of Taxes, Insurance and Other Charges; Collections Thereunder.

Subsection 11.09 Transfer of Accounts.

Subsection 11.10 Maintenance of Hazard Insurance.

Subsection 11.11 Maintenance of Primary Mortgage Insurance Policy; Claims.

Subsection 11.12 Fidelity Bond; Errors and Omissions Insurance.

Subsection 11.13 Title, Management and Disposition of REO Property.

Subsection 11.14 Servicing Compensation.

Subsection 11.15 Distributions.

Subsection 11.16 Statements to the Purchaser.

Subsection 11.17 Advances by the Servicer.

Subsection 11.18 Assumption Agreements.

Subsection 11.19 Satisfaction of Mortgages and Release of Mortgage Files.

Subsection 11.20 Annual Statement as to Compliance.

Subsection 11.21 Annual Independent Public Accountants’ Servicing Report.

Subsection 11.22 Servicer Shall Provide Access and Information as Reasonably Required.

Subsection 11.23 Inspections.

Subsection 11.24 Restoration of Mortgaged Property.

SECTION 12. The Servicer.

Subsection 12.01 Indemnification; Third Party Claims.

Subsection 12.02 Merger or Consolidation of the Servicer.

Subsection 12.03 Limitation on Liability of the Servicer and Others.

Subsection 12.04 Seller and Servicer Not to Resign.

SECTION 13. Default.

Subsection 13.01 Events of Default.

Subsection 13.02 Waiver of Default.

SECTION 14. Termination.

Subsection 14.01 Termination.

Subsection 14.02 Successors to the Servicer.

SECTION 15. Notices.

SECTION 16. Severability Clause.

SECTION 17. No Partnership.

SECTION 18. Counterparts.

SECTION 19. Governing Law.

SECTION 20. Intention of the Parties.

SECTION 21. Waivers.

SECTION 22. Exhibits.

SECTION 23. General Interpretive Principles.

SECTION 24. Reproduction of Documents.

SECTION 25. Amendment.

SECTION 26. Confidentiality.

SECTION 27. Entire Agreement.

SECTION 28. Further Agreements; Securitization.

SECTION 29. Successors and Assigns.

SECTION 30. Non-Solicitation.

SECTION 31. Protection of Consumer Information.

EXHIBITS

EXHIBIT 1     MORTGAGE LOAN DOCUMENTS

EXHIBIT 2     CONTENTS OF EACH MORTGAGE FILE

EXHIBIT  3     UNDERWRITING GUIDELINES

EXHIBIT  4     FORM OF LOST NOTE AFFIDAVIT

EXHIBIT  5     FORM OF MONTHLY REMITTANCE REPORT

EXHIBIT  6     FORM OF TERM SHEET

EXHIBIT  7     FORM OF CERTIFICATION TO BE PROVIDED BY THE SERVICER

AMENDED AND RESTATED

FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT

THIS AMENDED AND RESTATED FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT (the “Agreement”), dated April 1, 2005, is hereby executed by and between EMC MORTGAGE CORPORATION, a Delaware corporation, as purchaser (the “Purchaser”), and BANK OF AMERICA, NATIONAL ASSOCIATION, a national banking association, as seller (the “Seller”) and as servicer (the “Servicer”).

WITNESSETH:

WHEREAS, the Seller, the Servicer and the Purchaser are parties to a Flow Mortgage Loan Sale and Servicing Agreement, dated as of March 1, 2003, as amended by Amendment No. 1 to Flow Mortgage Loan Sale and Servicing Agreement, dated as of December 1, 2003, and by Amendment No. 2 to Flow Mortgage Loan Sale and Servicing Agreement, dated as of August 25, 2004 (collectively, the “Existing Flow Agreement”), each by and among the Seller, the Servicer and the Purchaser; and

WHEREAS, the Seller has agreed to sell from time to time to the Purchaser, and the Purchaser has agreed to purchase from time to time from the Seller, certain conventional, residential, first-lien mortgage loans (the “Mortgage Loans”) as described herein on a servicing-retained basis, and which shall be delivered as whole loans as provided herein; and

WHEREAS, the Mortgage Loans will be sold by the Seller and purchased by the Purchaser as pools or groups of whole loans, servicing retained (each, a “Mortgage Loan Package”) on the various Closing Dates as provided herein; and

WHEREAS, each of the Mortgage Loans will be secured by a mortgage, deed of trust or other security instrument creating a first lien on a residential dwelling located in the jurisdiction indicated on the related Mortgage Loan Schedule which will be annexed to a Term Sheet (as defined herein) on the related Closing Date; and

WHEREAS, the Purchaser, the Seller and the Servicer wish to prescribe the manner of the conveyance, servicing and control of the Mortgage Loans;

NOW, THEREFORE, in consideration of the premises and mutual agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Purchaser, the Seller and the Servicer agree that the Existing Flow Agreement is hereby amended and restated in its entirety as set forth in the heading and recitals hereto and as follows:

SECTION 1.    Definitions.

For purposes of this Agreement, the following capitalized terms shall have the respective meanings set forth below.

Adjustable Rate Mortgage Loan: A Mortgage Loan that contains a provision pursuant to which the Mortgage Interest Rate is adjusted periodically.

Adjustment Date: As to each Adjustable Rate Mortgage Loan, the date on which the Mortgage Interest Rate is adjusted in accordance with the terms of the related Mortgage Note and Mortgage.

Agreement: This Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement including all exhibits, schedules, amendments and supplements hereto.

ALTA: The American Land Title Association or any successor thereto.

Appraised Value: With respect to any Mortgaged Property, the lesser of (i) the value thereof as determined by a Qualified Appraiser at the time of origination of the Mortgage Loan, and (ii) the purchase price paid for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan; provided, however, that in the case of a Refinanced Mortgage Loan, such value of the Mortgaged Property is based solely upon the value determined by an appraisal made for the originator of such Refinanced Mortgage Loan at the time of origination of such Refinanced Mortgage Loan by a Qualified Appraiser.

Assignment of Mortgage: An individual assignment of the Mortgage, notice of transfer or equivalent instrument in recordable form, sufficient under the laws of the jurisdiction in which the related Mortgaged Property is located to give record notice of the sale of the Mortgage to the Purchaser.

BPP Addendum: With respect to any BPP Mortgage Loan, a Borrowers Protection Plan® addendum to the related Mortgage Note pursuant to which the Servicer agrees to cancel (i) certain payments of principal and interest on the related Mortgage Loan for up to twelve (12) months upon the disability or involuntary unemployment of the Mortgagor or (ii) the outstanding principal balance of such Mortgage Loan upon the accidental death of the Mortgagor, subject to the terms thereof. When used herein, a Mortgage Loan to which such BPP Addendum relates is a BPP Mortgage Loan, to the extent not so stated.

BPP Fees: With respect to any BPP Mortgage Loan, any fees payable by a Mortgagor for the right to cancel any portion of principal or interest of a BPP Mortgage Loan pursuant to the terms of the related BPP Addendum.

BPP Mortgage Loan: Any Mortgage Loan which includes a BPP Addendum under which the Mortgagor accepted the Seller’s Borrowers Protection Plan® and is identified on the Mortgage Loan Schedule as a BPP Mortgage Loan, provided that such BPP Addendum has not been terminated in accordance with its terms.

BPP Mortgage Loan Payment: With respect to any BPP Mortgage Loan, the Monthly Covered Amount or Total Covered Amount, if any, payable by the Servicer pursuant to Subsection 11.25.

Business Day: Any day other than a Saturday or Sunday, or a day on which banking and savings and loan institutions in the States of New York, California or Virginia are authorized or obligated by law or executive order to be closed.

Closing Date: The date or dates, set forth in the related Term Sheet, on which the Purchaser from time to time shall purchase and the Seller from time to time shall sell the Mortgage Loans identified on the related Mortgage Loan Schedule attached thereto.

CLTA: The California Land Title Association or any other successor thereto.

Code: The Internal Revenue Code of 1986, as amended, or any successor statute thereto.

Condemnation Proceeds: All awards, compensation and settlements in respect of a taking (whether permanent or temporary) of all or part of a Mortgaged Property by exercise of the power of condemnation or the right of eminent domain, to the extent not required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

Consumer Information: Information including, but not limited to, all personal information about the Mortgagors that is supplied to the Seller by or on behalf of the Mortgagors.

Convertible Mortgage Loan: An Adjustable Rate Mortgage Loan that by its terms and subject to certain conditions allows the Mortgagor to convert the adjustable Mortgage Interest Rate thereon to a fixed Mortgage Interest Rate.

Covered Loan:  A Mortgage Loan categorized as “Covered” pursuant to the Standard & Poor’s Glossary for File Format for LEVELS® Version 5.6, Appendix E, as revised from time to time and in effect on each related Closing Date.

Custodial Account: As defined in Subsection 11.04.

Customary Servicing Procedures: Procedures (including collection procedures) that the Servicer customarily employs and exercises in servicing and administering mortgage loans for its own account and which are in accordance with accepted mortgage servicing practices of prudent lending institutions and the Fannie Mae Guides.

Cut-off Date: With respect to each Mortgage Loan, the first day of the month of the related Closing Date as set forth in the related Term Sheet.

Cut-off Date Principal Balance: The aggregate Stated Principal Balance of the Mortgage Loans, set forth in the related Term Sheet, as of the related Cut-off Date which is determined after the application, to the reduction of principal, of payments of principal due on or before the related Cut-off Date, whether or not collected, and of Principal Prepayments received before the related Cut-off Date.

Deleted Mortgage Loan: A Mortgage Loan replaced or to be replaced with a Substitute Mortgage Loan in accordance with this Agreement.

Determination Date: With respect to each Remittance Date, the 15th day (or, if such 15th day is not a Business Day, the following Business Day) of the month in which such Remittance Date occurs.

Due Date: With respect to each Remittance Date, the first day of the month in which such Remittance Date occurs, which is the day on which the Monthly Payment is due on a Mortgage Loan, exclusive of any days of grace.

Due Period: With respect to each Remittance Date, the period beginning on the second day of the month preceding the month of the Remittance Date, and ending on the first day of the month of the Remittance Date.

Eligible Investments: Any one or more of the following obligations or securities:

(i)direct obligations of, and obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America;

(ii)(a) demand or time deposits, federal funds or bankers' acceptances issued by any depository institu-tion or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in one of the two highest rating categories by each Rating Agency and (b) any other demand or time deposit or certificate of deposit that is fully insured by the FDIC;

(iii)repurchase obligations with a term not to exceed thirty (30) days and with respect to (a) any security described in clause (i)  above and entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv)securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in one of the two highest rating categories by each Rating Agency at the time of such in-vestment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Eligible Investments to the extent that investments therein will cause the then outstanding principal amount of secur-ities issued by such corporation and held as Eligible Investments to exceed 10% of the aggregate outstand-ing principal balances of all of the Mortgage Loans and Eligible Investments;

(v)commercial paper (including both non-interest-bearing discount obligations and interest-bearing obliga-tions payable on demand or on a specified date not more than one year after the date of issuance there-of) which is rated in one of the two highest rating categories by each Rating Agency at the time of such investment;

(vi)any other demand, money market or time deposit, obligation, security or investment as may be acceptable to each Rating Agency as evidenced in writing by each Rating Agency; and

(vii)any money market funds the collateral of which consists of obligations fully guaranteed by the United States of America or any agency or instru-ment-al-ity of the United States of America the obligations of which are backed by the full faith and credit of the United States of America (which may include repurchase obligations secured by collateral described in clause (i)) and other securities and which money market funds are rated in one of the two highest rating categories by each Rating Agency;

provided, however, that no instrument or security shall be an Eligible Investment if such instrument or security evidences a right to receive only interest payments with respect to the obli-ga-tions underlying such instrument or if such security provides for payment of both principal and interest with a yield to matur-ity in excess of 120% of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

Escrow Account: As defined in Subsection 11.06.

Escrow Payments: The amounts constituting ground rents, taxes, assessments, Primary Mortgage Insurance Policy premiums, fire and hazard insurance premiums, flood insurance premiums, condominium charges and other payments as may be required to be escrowed by the Mortgagor with the Mortgagee pursuant to the terms of any Mortgage Note or Mortgage.

Event of Default: Any one of the conditions or circumstances enumerated in Subsection 13.01.

Fannie Mae: The entity formerly known as the Federal National Mortgage Association or any successor thereto.

Fannie Mae Guides: The Fannie Mae Sellers’ Guide and the Fannie Mae Servicers’ Guide and all amendments or additions thereto.

FDIC: The Federal Deposit Insurance Corporation or any successor thereto.

Fidelity Bond: The fidelity bond required to be obtained by the Servicer pursuant to Subsection 11.12.

FIRREA: The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended and in effect from time to time.

First Remittance Date: With respect to each Mortgage Loan Package, the 18^th day (or if such 18^th day is not a Business Day, the Business Day immediately following such 18th day) of the month following the related Closing Date.

Freddie Mac: The entity formerly known as the Federal Home Loan Mortgage Corporation or any successor thereto.

Freddie Mac Guide: The Freddie Mac Single Family Seller/Servicer Guide and all amendments or additions thereto.

GAAP: Generally accepted accounting principles consistently applied.

Gross Margin: With respect to each Adjustable Rate Mortgage Loan, the fixed percentage amount set forth in each related Mortgage Note and Mortgage which is added to the Index in order to determine the related Mortgage Interest Rate.

High Cost Loan:  A Mortgage Loan classified as (a) a “high cost” loan under the Home Ownership and Equity Protection Act of 1994, as amended, (b) a “high cost home,” “threshold,” “covered” (excluding New Jersey “covered home loans” as that term is defined in clause (i) of the definition of that term under the New Jersey Home Ownership Security Act of 2002 (as amended) that were not originated between November 26, 2003 and July 7, 2004), “high risk home,” “predatory” or similar loan under any other applicable state, federal or local law or (c) a Mortgage Loan categorized as “High Cost” pursuant to the Standard & Poor’s Glossary for File Format for LEVELS® Version 5.6, Appendix E, as revised from time to time and in effect on each related Closing Date.

HUD: The United States Department of Housing and Urban Development or any successor thereto.

Index: With respect to any Adjustable Rate Mortgage Loan, the index identified on the Mortgage Loan Schedule and set forth in the related Mortgage Note for the purpose of calculating interest thereon.

Initial Rate Cap: As to each Adjustable Rate Mortgage Loan, the maximum increase or decrease in the Mortgage Interest Rate on the first Adjustment Date as provided in the related Mortgage Note.

Insurance Proceeds: With respect to each Mortgage Loan, proceeds of insurance policies insuring the Mortgage Loan or the related Mortgaged Property.

Lifetime Rate Cap: As to each Adjustable Rate Mortgage Loan, the maximum Mortgage Interest Rate which shall be as permitted in accordance with the provisions of the related Mortgage Note.

Liquidation Proceeds: The proceeds received in connection with the liquidation of a defaulted Mortgage Loan through trustee’s sale, foreclosure sale or otherwise, other than amounts received following the acquisition of REO Property, Insurance Proceeds and Condemnation Proceeds.

Loan-to-Value Ratio: With respect to any Mortgage Loan as of any date of determination, the ratio, expressed as a percentage, on such date of the outstanding principal balance of the Mortgage Loan, to the Appraised Value of the related Mortgaged Property.

LTV: Loan-to-Value Ratio.

Monthly Covered Amount: With respect to any BPP Mortgage Loan, the amount of any principal and interest due by a Mortgagor and cancelled for any month pursuant to the terms of the related BPP Addendum upon the disability or involuntary unemployment of such Mortgagor.

Monthly Payment: With respect to any Mortgage Loan, the scheduled payment of principal and interest payable by a Mortgagor under the related Mortgage Note on each Due Date, which such payment may change on any Adjustment Date as provided in the related Mortgage Note and Mortgage for any Adjustable Rate Mortgage Loan.

Mortgage: The mortgage, deed of trust or other instrument creating a first lien on the Mortgaged Property securing the Mortgage Note.

Mortgage File: With respect to any Mortgage Loan, the items listed in Exhibit 2 hereto and any additional documents required to be added to the Mortgage File pursuant to this Agreement.

Mortgage Interest Rate: With respect to each Mortgage Loan, the annual rate at which interest accrues on such Mortgage Loan from time to time in accordance with the provisions of the related Mortgage Note, including, but not limited to, the limitations on such interest rate imposed by the Initial Rate Cap, the Periodic Rate Cap and the Lifetime Rate Cap, if any.

Mortgage Loan: Each mortgage loan sold, assigned and transferred pursuant to this Agreement and identified on the Mortgage Loan Schedule annexed to the related Term Sheet, including, without limitation, the Mortgage File, the Monthly Payments, Principal Prepayments, Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds, and all other rights, benefits, proceeds and obligations arising from or in connection with such mortgage loan.

Mortgage Loan Documents: With respect to any Mortgage Loan, the documents listed in Exhibit 1 hereto.

Mortgage Loan Package: The pool or group of whole loans purchased on a Closing Date, as described in the Mortgage Loan Schedule annexed to the related Term Sheet.

Mortgage Loan Remittance Rate: With respect to any Mortgage Loan, the annual rate of interest payable to the Purchaser, which shall be equal to the related Mortgage Interest Rate minus the related Servicing Fee Rate.

Mortgage Loan Schedule: With respect to each Mortgage Loan Package, the schedule of Mortgage Loans annexed to the related Term Sheet (and delivered in electronic format to the Purchaser), such schedule as setting forth the following information with respect to each Mortgage Loan: (1) the Servicer’s Mortgage Loan identifying number; (2) a code indicating whether the Mortgaged Property is owner-occupied, a second home or an investment property; (3) the property type for each Mortgaged Property; (4) the original months to maturity and the remaining months to maturity from the Cut-off Date; (5) the Loan-to-Value Ratio at origination; (6) the Mortgage Interest Rate as of the Cut-off Date; (7) the date on which the first Monthly Payment was due on the Mortgage Loan, and, if such date is not the Due Date currently in effect, such Due Date; (8) the stated maturity date; (9) the amount of the Monthly Payment as of the Cut-off Date; (10) the paid-through date; (11) the original principal amount of the Mortgage Loan; (12) the Stated Principal Balance of the Mortgage Loan as of the close of business on the Cut-off Date; (13) the Mortgage Loan Remittance Rate as of the Cut-off Date; (14) a code indicating the purpose of the Mortgage Loan; (15) a code indicating the documentation style; (16) the Appraised Value; (17) the identity of the Seller; (18) the street address of the Mortgaged Property, including the city, state and zip code; (19) the number of times during the twelve (12) month period preceding the Closing Date that any Monthly Payment has been received more than thirty (30) days after its Due Date; (20) a code indicating whether or not the Mortgage Loan is subject to a Primary Mortgage Insurance Policy; (21) the date on which the Mortgage Loan was originated; (22) a code indicating whether the Mortgage contains a prepayment penalty provision together with the type and term of such penalty; (23) with respect to each Adjustable Rate Mortgage Loan, the Gross Margin; (24) with respect to each Adjustable Rate Mortgage Loan, the Lifetime Rate Cap; (25) with respect to each Adjustable Rate Mortgage Loan, the Periodic Rate Cap; (26) with respect to each Adjustable Rate Mortgage Loan, the Initial Rate Cap; (27) with respect to each Adjustable Rate Mortgage Loan, the Adjustment Date; (28) with respect to each Adjustable Rate Mortgage Loan, a code indicating the type of Index; (29) a code indicating whether the Mortgage Loan has a mandatory arbitration clause and (30) a code indicating whether the Mortgage Loan is a BPP Mortgage Loan. With respect to the Mortgage Loans on the Mortgage Loan Schedule in the aggregate, the Mortgage Loan Schedule shall set forth the following information, as of the Cut-off Date: (i) the number of Mortgage Loans; (ii) the Cut-off Date Principal Balance; (iii) the weighted average Mortgage Interest Rate of the Mortgage Loans; (iv) the weighted average months to maturity of the Mortgage Loans; (v) with respect to each Adjustable Rate Mortgage Loan, the weighted average Lifetime Rate Cap; and (vi) with respect to each Adjustable Rate Mortgage Loan, the weighted average Gross Margin.

Mortgage Note: The original executed note or other evidence of the Mortgage Loan indebtedness of a Mortgagor, including any riders or addenda thereto.

Mortgaged Property: The Mortgagor’s real property securing repayment of a related Mortgage Note, consisting of a fee simple interest in a single parcel of real property improved by a Residential Dwelling.

Mortgagee: The mortgagee or beneficiary named in the Mortgage and the successors and assigns of such mortgagee or beneficiary.

Mortgagor: The obligor on a Mortgage Note, who is an owner of the Mortgaged Property and the grantor or mortgagor named in the Mortgage and such grantor’s or mortgagor’s successors in title to the Mortgaged Property.

NAIC: The National Association of Insurance Commissioners or any successor organization.

Officer’s Certificate: A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, a President or a Vice President of the Person on behalf of whom such certificate is being delivered.

Opinion of Counsel: A written opinion of counsel, who may be an employee of the Seller or the Servicer, reasonably acceptable to the Purchaser.

OTS: The Office of Thrift Supervision or any successor.

P&I Advance: As defined in Subsection 11.17.

Periodic Rate Cap: As to each Adjustable Rate Mortgage Loan, the maximum increase or decrease in the Mortgage Interest Rate, on any Adjustment Date as provided in the related Mortgage Note.

Person: An individual, corporation, partnership, joint venture, association, joint-stock company, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

Primary Mortgage Insurance Policy: A policy of primary mortgage guaranty insurance issued by an insurer acceptable to Fannie Mae or Freddie Mac.

Principal Prepayment: Any payment or other recovery of principal on a Mortgage Loan which is received in advance of its scheduled Due Date that is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Purchase Price: The price paid on the related Closing Date by the Purchaser to the Seller pursuant to this Agreement in exchange for the Mortgage Loans included in the related Mortgage Loan Package, as calculated pursuant to Section 4 and the related Term Sheet.

Purchase Price Percentage: For each Mortgage Loan included in a Mortgage Loan Package, the percentage of par set forth in the related Term Sheet that is used to calculate the Purchase Price of the Mortgage Loans included in such Mortgage Loan Package.

Purchaser: The Person listed as such in the initial paragraph of this Agreement, together with its successors and assigns as permitted under the terms of this Agreement.

Qualified Appraiser: An appraiser of a Mortgaged Property duly appointed by the originator of the related Mortgage Loan, who had no interest, direct or indirect, in such Mortgaged Property or in any loan made on the security thereof, whose compensation is not affected by the approval or disapproval of the related Mortgage Loan and who met the qualifications of Fannie Mae or Freddie Mac and satisfied the requirements of Title XI of FIRREA.

Rating Agency: Moody’s Investors Service, Inc., Standard & Poor’s Ratings Service, a Division of The McGraw-Hill Companies, Inc., Fitch, Inc. or any other nationally recognized statistical credit rating agency.

Record Date: The close of business of the last Business Day of the month preceding the month of the related Remittance Date.

Refinanced Mortgage Loan: A Mortgage Loan the proceeds of which were not used to purchase the related Mortgaged Property.

Remittance Date: The 18th day (or if such 18th day is not a Business Day, the first Business Day immediately following such 18^th day) of any month, beginning with the First Remittance Date.

REO Disposition: The final sale by the Servicer or the Purchaser of an REO Property.

REO Disposition Proceeds: All amounts received with respect to an REO Disposition pursuant to Subsection 11.13.

REO Property: A Mortgaged Property acquired by the Servicer through foreclosure or deed in lieu of foreclosure, as described in Subsection 11.13.

Repurchase Price: With respect to any Mortgage Loan, an amount equal to (A) the Stated Principal Balance of such Mortgage Loan as of the date of repurchase plus (B) interest on such Stated Principal Balance at the Mortgage Loan Remittance Rate from and including the last Due Date through which interest has been paid on behalf of the Mortgagor or advanced by the Servicer to the day prior to such date of repurchase, less amounts received in respect of such repurchased Mortgage Loan for distribution in connection with such Mortgage Loan; provided, however, that if at the time of repurchase the Servicer is not the Seller or an affiliate of the Seller, the amount described in clause (B) shall be computed at the sum of (i) the Mortgage Loan Remittance Rate and (ii) the Servicing Fee Rate.

Residential Dwelling: Any one of the following: (i) a detached one-family dwelling, (ii) a detached two- to four-family dwelling, (iii) a one-family dwelling unit in a condominium project or (iv) a one-family dwelling in a planned unit development, none of which is a cooperative, mobile or manufactured home.

Sarbanes Certifying Party: A Person who provides a certification required under the Sarbanes-Oxley Act of 2002 in connection with a Securitization or other securitization transaction.

Securities:  The securities issued in connection with a Securitization evidencing beneficial ownership interests in a trust the assets of which include the Mortgage Loans.

Securitization:  The transfer of the Mortgage Loans to a trust formed as part of a publicly issued and/or privately placed, rated securitization, including the issuance of the related Securities.

Seller: Bank of America, National Association, a national banking association, or its successor in interest or any successor to the Seller under this Agreement appointed as herein provided.

Servicer: Bank of America, National Association, a national banking association, or its successor in interest or any successor to the Servicer under this Agreement appointed as herein provided.

Servicing Advances: All customary, reasonable and necessary out-of-pocket costs and expenses incurred in the performance by the Servicer of its servicing obligations, including, but not limited to, the cost of (a) the preservation, restoration and protection of the Mortgaged Property, (b) any enforcement or judicial proceedings, including foreclosures, (c) the management and liquidation of the Mortgaged Property if the Mortgaged Property is acquired in satisfaction of the Mortgage, and (d) payments made by the Servicer with respect to a Mortgaged Property pursuant to Subsection 11.08.

Servicing Fee: With respect to each Mortgage Loan, the amount of the annual fee the Purchaser shall pay to the Servicer, which shall, for each month, be equal to one-twelfth of the product of the applicable Servicing Fee Rate and the Stated Principal Balance of such Mortgage Loan. Such fee shall be payable monthly, computed on the basis of the same principal amount and period respecting which any related interest payment on a Mortgage Loan is computed. The obligation of the Purchaser to pay the Servicing Fee is limited to, and payable solely from, the interest portion (including recoveries with respect to interest from Liquidation Proceeds and other proceeds, to the extent permitted by Subsection 11.05) of related Monthly Payments collected by the Servicer, or as otherwise provided under Subsection 11.05.

Servicing Fee Rate: With respect to each Mortgage Loan, the per annum rate set forth on the related Mortgage Loan Schedule or if not specified thereon, in the related Term Sheet.

Servicing Officer: Any officer of the Servicer involved in, or responsible for, the administration and servicing of the Mortgage Loans whose name appears on a list of servicing officers furnished to the Purchaser by the Servicer, as such list may be amended from time to time.

Stated Principal Balance: As to each Mortgage Loan as to any date of determination, (i) the principal balance of the Mortgage Loan at the related Cut-off Date after giving effect to the principal portion of any Monthly Payments due on or before such date, whether or not received, as well as any Principal Prepayments received before such date, minus (ii) all amounts previously distributed to the Purchaser with respect to the Mortgage Loan representing payments or recoveries of principal, or advances in lieu thereof.

Substitute Mortgage Loan: A mortgage loan substituted by the Seller for a Deleted Mortgage Loan which must, on the date of such substitution, be approved by the Purchaser and (i) have a Stated Principal Balance, after deduction of the principal portion of the Monthly Payment due in the month of substitution, not in excess of, and not materially greater or less than, the Stated Principal Balance of the Deleted Mortgage Loan; (ii) have a Mortgage Interest Rate equal to that of the Deleted Mortgage Loan; (iii) have a Loan-to-Value Ratio not higher than that of the Deleted Mortgage Loan; (iv) have a remaining term to maturity not greater than (and not more than one year less than) that of the Deleted Mortgage Loan; (v) comply with each representation and warranty set forth in Subsection 7.01; (vi) be current in the payment of principal and interest; (vii) be secured by a Mortgaged Property of the same type and occupancy status as secured the Deleted Mortgage Loan; and (viii) have payment terms that do not vary in any material respect from those of the Deleted Mortgage Loan.

Term Sheet: With respect to each Mortgage Loan and Mortgage Loan Package, the Term Sheet, substantially in the form of Exhibit 6 attached hereto, confirming the sale by Seller and the purchase by the Purchaser of the Mortgage Loan Package on the related Closing Date.

Total Covered Amount: With respect to any BPP Mortgage Loan, the outstanding principal balance of the Mortgage Loan cancelled pursuant to the terms of the related BPP Addendum upon the accidental death of the related Mortgagor.

Underwriting Guidelines: The underwriting guidelines of the Seller attached hereto as Exhibit 3, as may be updated and incorporated into Exhibit 3 from time to time by providing such updates to the Purchaser. To be applicable to a given Mortgage Loan and Mortgage Loan Package purchased and sold hereunder, such updates shall be provided to the Purchaser in advance of the related Closing Date.

SECTION 2.    Purchase and Conveyance.

The Seller, in exchange for the payment of the applicable Purchase Price by the Purchaser on the related Closing Date, hereby agrees to sell, transfer, assign, set over and convey to the Purchaser, without recourse, but subject to the terms of this Agreement, all of its rights, title and interest in and to the Mortgage Loans in a Mortgage Loan Package having an aggregate principal balance on the related Cut-off Date in an amount as set forth in the related Term Sheet, or in such other amount as agreed by the Purchaser and the Seller as evidenced by the actual aggregate principal balance of the Mortgage Loan Package accepted by the Purchaser on the related Closing Date, together with the related Mortgage Files and all rights and obligations arising under the documents contained therein, but excluding any BPP Fees.

With respect to each Mortgage Loan purchased, the Purchaser shall own and be entitled to receive: (a) all scheduled principal due after the applicable Cut-off Date, (b) all other payments and/or recoveries of principal collected on or after the applicable Cut-off Date (provided, however, that all scheduled payments of principal due on or before the applicable Cut-off Date and collected by the Servicer after the applicable Cut-off Date shall belong to the Seller), (c) all payments of interest on the Mortgage Loans net of the Servicing Fee (minus that portion of any such interest payment that is allocable to the period prior to the applicable Cut-off Date) and (d) all BPP Mortgage Loan Payments payable by the Servicer pursuant to Subsection 11.25 with respect to scheduled principal and interest due after the applicable Cut-off Date.

SECTION 3.    Mortgage Loan Schedule.

The Seller shall deliver the Mortgage Loan Schedule (which will be annexed to the related Term Sheet) to the Purchaser at least two (2) Business Days prior to the related Closing Date.

SECTION 4.    Purchase Price.

The Purchase Price for each Mortgage Loan Package shall be the Purchase Price Percentage multiplied by an amount equal to the Cut-off Date Principal Balance of the Mortgage Loans in such Mortgage Loan Package, or as otherwise calculated pursuant to the related Term Sheet, plus accrued interest on the aggregate scheduled principal balance of the Mortgage Loan Package at the weighted average Mortgage Loan Remittance Rate from the related Cut-off Date through the day immediately prior to the related Closing Date, inclusive. The initial principal amount of the Mortgage Loans shall be the aggregate principal balance of the Mortgage Loans, so computed as of the related Cut-off Date, after application of scheduled payments of principal due on or before the related Cut-off Date, whether or not collected. Such payment shall be made to the account designated by the Seller by wire transfer of immediately available funds by 4:00 p.m. Eastern Standard Time on the related Closing Date.

SECTION 5.    Examination of Mortgage Files.

In addition to any rights granted to the Purchaser hereunder to underwrite the Mortgage Loans and review the Mortgage Loan Documents prior to the related Closing Date, the Seller shall, prior to the related Closing Date, make the Mortgage Files available to the Purchaser for examination at the Seller’s offices. Such examination may be made by the Purchaser or its designee, at its expense, at any reasonable time before the related Closing Date. Such underwriting by the Purchaser or its designee shall not impair or diminish the rights of the Purchaser or any of its successors under this Agreement with respect to a breach of the representations and warranties contained in this Agreement. The fact that the Purchaser or its designee has conducted or has failed to conduct any partial or complete examination of the Mortgage Files shall not affect the Purchaser’s or any of its successors’ rights to demand repurchase or other relief or remedy provided for in this Agreement.

SECTION 6.    Delivery of Mortgage Loan Documents.

Subsection 6.01 Possession of Mortgage Files.

The contents of each Mortgage File required to be retained by the Servicer to service the Mortgage Loans pursuant to this Agreement and thus not delivered to the Purchaser or its designee are and shall be held in trust by the Servicer for the benefit of the Purchaser as the owner thereof. The Servicer’s possession of any portion of each such Mortgage File is at the will of the Purchaser for the sole purpose of facilitating servicing of the Mortgage Loans pursuant to this Agreement, and such retention and possession by the Servicer shall be in a custodial capacity only. The ownership of each Mortgage Note, Mortgage and the contents of each Mortgage File is vested in the Purchaser and the ownership of all records and documents with respect to the related Mortgage Loan prepared by or which come into the possession of the Servicer shall immediately vest in the Purchaser and shall be retained and maintained, in trust, by the Servicer at the will of the Purchaser in such custodial capacity only. The Mortgage File retained by the Servicer with respect to each Mortgage Loan pursuant to this Agreement shall be appropriately identified in the Servicer’s computer system to reflect clearly the ownership of such related Mortgage Loan by the Purchaser. The Servicer shall release from its custody the contents of any Mortgage File retained by it only in accordance with this Agreement, except when such release is required in connection with a repurchase of any such Mortgage Loan pursuant to Subsection 7.03 of this Agreement or if required under applicable law or court order. The Servicer shall deliver to the Purchaser copies of any documents in a Mortgage File reasonably requested by the Purchaser within thirty (30) days after the date of such request, at the expense of the Purchaser.

Subsection 6.02 Books and Records.

All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Servicer after the Cut-off Date on or in connection with a Mortgage Loan as provided in Section 2 shall be vested in the Purchaser, subject to this Agreement; provided, however, that all such funds received on or in connection with a Mortgage Loan as provided in Section 2 shall be received and held by the Servicer in trust for the benefit of the Purchaser as the owner of the Mortgage Loans pursuant to the terms of this Agreement.

As more fully set forth in Section 20, it is the express intention of the parties that the transactions contemplated by this Agreement be, and be construed as, a sale of the Mortgage Loans by the Seller and not a pledge of the Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the Purchaser’s business records, tax returns and financial statements, and as a sale of assets on the Seller’s business records, tax returns and financial statements.

Subsection 6.03 Delivery of Mortgage Loan Documents.

With respect to each Mortgage Loan, the Seller shall deliver and release to the Purchaser, or its designee, under a bailee letter, (a) at least two (2) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), the original Mortgage Note endorsed in blank and the original Assignment of Mortgage assigned in blank and (b) the other Mortgage Loan Documents within a reasonable time following the related Closing Date. To the extent that any such Mortgage Loan Documents have been delivered for recording and have not yet been returned to the Seller by the applicable recording office, the Seller shall, promptly following receipt by it of such Mortgage Loan Documents from the applicable recording office, deliver such documents to the Purchaser or its designee; provided, however, that the original recorded document or a clerk-certified copy thereof shall be delivered to the Purchaser no later than one year following the related Closing Date, subject to the following paragraph.

In the event that such original or copy of any document submitted for recordation to the appropriate public recording office is not so delivered to the Purchaser or its designee within one year following the related Closing Date, and in the event that the Seller does not cure such failure within sixty (60) days after receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in the event the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an Officer’s Certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within twelve (12) months after receipt of written notification of such failure from the Purchaser, the Seller shall repurchase the related Mortgage Loan at the price and in the manner specified in Subsection 7.03.

To the extent received by it, the Servicer shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement.

SECTION 7.    Representations, Warranties and Covenants; Remedies for Breach.

Subsection 7.01 Representations and Warranties Regarding Individual Mortgage Loans.

The Seller and, solely if specified below, the Servicer, hereby represent and warrant to the Purchaser that, as to each Mortgage Loan, as of the related Closing Date or such other date specified herein:

(a)The information set forth in the Mortgage Loan Schedule annexed to the related Term Sheet and the information contained in the related electronic data file delivered by the Seller to the Purchaser is true, correct and complete in all material respects.

(b)There are no defaults by the Seller, the Servicer or any prior originator in complying with the terms of the Mortgage, and all taxes, ground rents, governmental assessments, insurance premiums, leasehold payments, water, sewer and municipal charges which previously became due and owing have been paid, or escrow funds have been established in an amount sufficient to pay for every such escrowed item which remains unpaid and which has been assessed but is not yet due and payable.

(c)The terms of the Mortgage Note and the Mortgage have not been impaired, waived, altered or modified in any respect, except by written instruments which have been recorded in the applicable public recording office required by law or if necessary to maintain the lien priority of the Mortgage, and which have been delivered to the Purchaser; the substance of any such waiver, alteration or modification has been approved by the insurer under the Primary Mortgage Insurance Policy, if any, and by the title insurer, to the extent required by the related policy, and is reflected on the related Mortgage Loan Schedule. No other instrument of waiver, alteration or modification has been executed, and no Mortgagor has been released, in whole or in part, except in connection with an assumption agreement approved by the insurer under the Primary Mortgage Insurance Policy, if any, and by the title insurer, to the extent required by the policy, and which assumption agreement is a part of the Mortgage File and is reflected on the related Mortgage Loan Schedule.

(d)The Mortgage Note and the Mortgage are not subject to any right of rescission, set-off, counterclaim or defense, including, without limitation, the defense of usury, nor will the operation of any of the terms of the Mortgage Note and the Mortgage, or the exercise of any right thereunder, render either the Mortgage Note or the Mortgage unenforceable, in whole or in part, or subject to any right of rescission, set-off, counterclaim or defense, including, without limitation, the defense of usury, and no such right of rescission, set-off, counterclaim or defense has been asserted with respect thereto; and the Mortgagor was not a debtor in any state or federal bankruptcy or insolvency proceeding at the time the Mortgage Loan was originated.

(e)All buildings or other customarily insured improvements upon the Mortgaged Property are insured by an insurer generally acceptable to Fannie Mae and to prudent mortgage lending institutions against loss by fire, hazards of extended coverage and such other hazards as are provided for in the Fannie Mae Guides as well as all additional requirements set forth herein, pursuant to an insurance policy conforming to the requirements of Customary Servicing Procedures and providing coverage in an amount equal to the lesser of (i) the full insurable value of the Mortgaged Property or (ii) the outstanding principal balance owing on the Mortgage Loan. All such insurance policies are in full force and effect and contain a standard mortgagee clause naming the originator of the Mortgage Loan, its successors and assigns as mortgagee and all premiums thereon have been paid. If the Mortgaged Property is in an area identified on a flood hazard map or flood insurance rate map issued by the Federal Emergency Management Agency as having special flood hazards (and such flood insurance has been made available), a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at the Mortgagor’s cost and expense, and on the Mortgagor’s failure to do so, authorizes the holder of the Mortgage to maintain such insurance at the Mortgagor’s cost and expense and to seek reimbursement therefor from the Mortgagor.

(f)Any and all requirements of any federal, state or local law including, without limitation, usury, truth in lending, real estate settlement procedures, consumer credit protection, equal credit opportunity, fair housing or disclosure laws applicable to the origination and servicing of the Mortgage Loans have been complied with. None of the Mortgage Loans are (i) Covered Loans or (ii) High Cost Loans. The Servicer maintains, and shall maintain, evidence of such compliance as required by applicable law or regulation and shall make such evidence available for inspection at the Servicer’s office during normal business hours upon reasonable advance notice.

(g)The Mortgage has not been satisfied, canceled, subordinated or rescinded, in whole or in part (other than as to Principal Prepayments in full which may have been received on or after the related Cut-off Date and prior to the related Closing Date), and the Mortgaged Property has not been released from the lien of the Mortgage, in whole or in part, nor has any instrument been executed that would effect any such satisfaction, cancellation, subordination, rescission or release. Neither the Seller nor the Servicer has waived the performance by the Mortgagor of any action, if the Mortgagor’s failure to perform such action would cause the Mortgage Loan to be in default, and neither the Seller nor the Servicer has waived any default.

(h)The Mortgage is a valid, existing, perfected and enforceable first lien on the Mortgaged Property, including all improvements on the Mortgaged Property, free and clear of all adverse claims, liens and encumbrances having priority over the lien of the Mortgage, subject only to (i) the lien of current real property taxes and assessments not yet due and payable, (ii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to mortgage lending institutions generally and either (A) specifically referred to in the lender’s title insurance policy, if any, delivered to the originator of the Mortgage Loan or (B) which do not adversely affect the Appraised Value of the Mortgaged Property and (iii) other matters to which like properties are commonly subject which do not individually or in the aggregate materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, existing and enforceable first lien and first priority security interest on the property described therein and the Seller has the full right to sell and assign the same to the Purchaser.

(i)The Mortgage Note and the related Mortgage are original and genuine and each is the legal, valid and binding obligation of the maker thereof, enforceable in all respects in accordance with its terms except as enforceability may be limited by (i) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (ii) general principles of equity, whether enforcement is sought in a proceeding in equity or at law and the Seller has taken all action necessary to transfer such rights of enforceability to the Purchaser.

(j)All parties to the Mortgage Note and the Mortgage had the legal capacity to enter into the Mortgage Loan and to execute and deliver the Mortgage Note and the Mortgage, and the Mortgage Note and the Mortgage have been duly and properly executed by such parties. Either the Mortgagor is a natural person or the related co-borrower or guarantor is a natural person.

(k)The proceeds of the Mortgage Loan have been fully disbursed to or for the account of the Mortgagor and there is no obligation for the Mortgagee to advance additional funds thereunder and any and all requirements as to completion of any on-site or off-site improvement and as to disbursements of any escrow funds therefor have been complied with. All costs, fees and expenses incurred in making or closing the Mortgage Loan and the recording of the Mortgage have been paid, and the Mortgagor is not entitled to any refund of any amounts paid or due to the Mortgagee pursuant to the Mortgage Note or Mortgage.

(l)The Seller and all other parties which have had any interest in the Mortgage Loan, whether as mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were) in compliance with any and all applicable “doing business” and licensing requirements of the laws of the state wherein the Mortgaged Property is located.

(m)(i) With respect to each Mortgage Loan, the Mortgage Loan is covered by an ALTA or CLTA lender’s title insurance policy, acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (h)(i), (ii) and (iii) above) the Seller, its successors and assigns as to the first priority lien of the Mortgage in the original principal amount of the Mortgage Loan and, with respect to any Adjustable Rate Mortgage Loan, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment in the Mortgage Interest Rate or Monthly Payment, (ii) with respect to certain Refinanced Mortgage Loans, a title search has been doing showing no lien (other than the exceptions contained in (h)(i), (ii) or (iii) above) on the related Mortgaged Property senior to the lien of the Mortgage [or (iii) in the case of any Mortgage Loan secured by a Mortgaged Property located in a jurisdiction where title insurance policies are generally not available, an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance is instead received.] For each Mortgage Loan covered by a title insurance policy, (i) the Seller and its successors and assigns are the sole insureds of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and will inure to the benefit of the Purchaser and its assigns without any further act and (ii) no claims have been made under such lender’s title insurance policy, and the Seller has not done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy.

(n)Other than Mortgage Loans delinquent fewer than thirty (30) days as of the related Cut-off Date, there is no default, breach, violation or event of acceleration existing under the Mortgage or the Mortgage Note and no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach, violation or event permitting acceleration, and neither the Seller nor the Servicer has waived any default, breach, violation or event permitting acceleration.

(o)There are no mechanics’ or similar liens or claims filed for work, labor or material (and no rights are outstanding that under law could give rise to such lien) affecting the related Mortgaged Property which are or may be liens prior to, or equal or coordinate with, the lien of the related Mortgage.

(p)All improvements which were considered in determining the Appraised Value of the related Mortgaged Property lay wholly within the boundaries and building restriction lines of the Mortgaged Property, and no improvements on adjoining properties encroach upon the Mortgaged Property.

(q)The Mortgage Loan was originated by a commercial bank or similar banking institution which is supervised and examined by a federal or state authority, or by a mortgagee approved by the Secretary of HUD.

(r)Principal payments on the Mortgage Loan commenced no more than sixty (60) days after the proceeds of the Mortgage Loan were disbursed. The Mortgage Loans identified on the related Mortgage Loan Schedule have an original term to maturity of not more than thirty (30) years, with interest payable in arrears on the first day of the month. As to each Adjustable Rate Mortgage Loan, on each applicable Adjustment Date, the Mortgage Interest Rate will be adjusted to equal the sum of the Index plus the applicable Gross Margin, rounded up or down as provided in the Mortgage Note; provided, however, that the Mortgage Interest Rate will not increase or decrease by more than the Initial Rate Cap on the first Adjustment Date or the Periodic Rate Cap on any subsequent Adjustment Date, and will in no event exceed the Lifetime Rate Cap. Each Mortgage Note evidencing a Mortgage Loan other than an Adjustable Rate Mortgage Loan requires a Monthly Payment which is sufficient to amortize the original principal balance fully over the original term thereof and to pay interest at the related Mortgage Interest Rate. Each Mortgage Note evidencing an Adjustable Rate Mortgage Loan requires a Monthly Payment which is sufficient (i) during the period prior to the first adjustment to the Mortgage Interest Rate, to amortize the original principal balance fully over the original term thereof and to pay interest at the related Mortgage Interest Rate, and (ii) during the period following each Adjustment Date, to amortize the outstanding principal balance fully as of the first day of such period over the then remaining term of such Mortgage Note and to pay interest at the related Mortgage Interest Rate. No Mortgage Note evidencing an Adjustable Rate Mortgage Loan permits negative amortization. Interest on the Mortgage Note is calculated on the basis of a 360-day year consisting of twelve 30-day months.

(s)There is no proceeding pending or, to the Seller’s knowledge, threatened for the total or partial condemnation of the Mortgaged Property and such property is in good repair and is not subject to material damage by waste, fire, earthquake or earth movement, windstorm, flood, tornado or other casualty, that affects materially and adversely the value of the Mortgaged Property as security for the Mortgage Loan or the use for which the premises were intended.

(t)The Mortgage and related Mortgage Note contain customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for the realization against the Mortgaged Property of the benefits of the security provided thereby, including (i) in the case of a Mortgage designated as a deed of trust, by trustee’s sale, and (ii) otherwise by judicial foreclosure. To the best of the Seller’s knowledge, following the date of origination of the Mortgage Loan, the Mortgaged Property has not been subject to any bankruptcy proceeding or foreclosure proceeding and the Mortgagor has not filed for protection under applicable bankruptcy laws. There is no homestead or other exemption or right available to the Mortgagor or any other person which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose the Mortgage.

(u)The Mortgage Note and Mortgage are on forms acceptable to Fannie Mae or Freddie Mac.

(v)The Mortgage Note is not and has not been secured by any collateral except the lien of the corresponding Mortgage on the Mortgaged Property and the security interest of any applicable security agreement or chattel mortgage referred to in (h) above.

(w)The Mortgage File contains an appraisal of the related Mortgaged Property, in a form acceptable to Fannie Mae or Freddie Mac and such appraisal complies with the requirements of FIRREA, and, to the extent required in the Underwriting Guidelines with respect to mortgage loans of the same type as the Mortgage Loan, was made and signed, prior to the approval of the Mortgage Loan application, by a Qualified Appraiser.

(x)In the event the Mortgage constitutes a deed of trust, a trustee, duly qualified under applicable law to serve as such, has been properly designated and currently so serves and is named in the Mortgage, and no fees or expenses are or will become payable by the Purchaser to the trustee under the deed of trust, except in connection with a trustee’s sale after default by the Mortgagor.

(y)The Mortgage Loan is not a graduated payment mortgage loan and the Mortgage Loan does not have a shared appreciation, balloon payment or other contingent interest feature, nor does it contain any “buydown” provision which is currently in effect.

(z)The Mortgage contains an enforceable provision for the acceleration of the payment of the unpaid principal balance of the Mortgage Loan in the event that the Mortgaged Property is sold or transferred without the prior written consent of the mortgagee thereunder.

(aa)The Mortgagor has received all disclosure materials required by applicable law with respect to the making of mortgage loans of the same type as the Mortgage Loan and rescission materials required by applicable law if the Mortgage Loan is a Refinanced Mortgage Loan and has acknowledged receipt of such materials to the extent required by applicable law and such documents will remain in the Mortgage File.

(bb)No Mortgage Loan has an LTV at origination in excess of 95%. Each Mortgage Loan with an LTV at origination in excess of 80% will be subject to a Primary Mortgage Insurance Policy, issued by an insurer acceptable to Fannie Mae or Freddie Mac at the time of origination, which insures that portion of the Mortgage Loan in excess of the portion of the Appraised Value of the Mortgaged Property as required by Fannie Mae. All provisions of such Primary Mortgage Insurance Policy have been and are being complied with, such policy is in full force and effect, and all premiums due thereunder have been paid. Any Mortgage subject to any such Primary Mortgage Insurance Policy obligates the Mortgagor thereunder to maintain such insurance and to pay all premiums and charges in connection therewith at least until the LTV of such Mortgage Loan is reduced to less than 80%. The Mortgage Interest Rate for the Mortgage Loan does not include any such insurance premium. No Mortgage Loan requires payment of such premiums, in whole or in part, by the Purchaser.

(cc)The Mortgaged Property is lawfully occupied under applicable law, all inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Property and, with respect to the use and occupancy of the same, including but not limited to certificates of occupancy, have been made or obtained from the appropriate authorities and no improvement located on or part of the Mortgaged Property is in violation of any zoning law or regulation.

(dd)The Assignment of Mortgage is in recordable form and is acceptable for recording under the laws of the jurisdiction in which the Mortgaged Property is located.

(ee)All payments required to be made prior to the related Cut-off Date for such Mortgage Loan under the terms of the Mortgage Note have been made, the Mortgage Loan has not been dishonored, there are no material defaults under the terms of the Mortgage Loan and no Mortgage Loan has been more than thirty (30) days delinquent more than once in the twelve month period immediately prior to the related Cut-off Date.

(ff)None of the Seller, the Servicer or any prior originator or servicer has advanced funds, or induced, solicited or knowingly received any advance from any party other than the Mortgagor, directly or indirectly, for the payment of any amount due under the Mortgage Loan.

(gg)With respect to each Mortgage Loan, the Seller is in possession of a complete Mortgage File except for the documents which have been delivered to the Purchaser or which have been submitted for recording and not yet returned.

(hh)Immediately prior to the payment of the related Purchase Price, the Seller was the sole owner and holder of the Mortgage Loans and the indebtedness evidenced by the Mortgage Note. The Mortgage Loans, including the Mortgage Note and the Mortgage, were not assigned or pledged by the Seller and the Seller had good and marketable title thereto, and the Seller had full right to transfer and sell the Mortgage Loans to the Purchaser free and clear of any encumbrance, participation interest, lien, equity, pledge, claim or security interest and had full right and authority subject to no interest or participation in, or agreement with any other party to sell or otherwise transfer the Mortgage Loans. Following the sale of the Mortgage Loans, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to monitor, possess and control the Mortgage Loan except in connection with the servicing of the Mortgage Loan by the Servicer as set forth in this Agreement. After the related Closing Date, neither the Seller nor the Servicer will have any right to modify or alter the terms of the sale of the Mortgage Loans and neither the Seller nor the Servicer will have any obligation or right to repurchase the Mortgage Loans, except as provided in this Agreement or as otherwise agreed to by the Seller, the Servicer and the Purchaser.

(ii)Any future advances made prior to the related Cut-off Date have been consolidated with the outstanding principal amount secured by the Mortgage, and the secured principal amount, as consolidated, bears a single interest rate and single repayment term. The lien of the Mortgage securing the consolidated principal amount is expressly insured as having first lien priority by a title insurance policy, an endorsement to the policy insuring the mortgagee’s consolidated interest or by other title evidence acceptable to Fannie Mae and Freddie Mac. The consolidated principal amount does not exceed the original principal amount of the Mortgage Loan.

(jj)The Mortgage Loan was underwritten in accordance with the Underwriting Guidelines in effect at the time of origination with exceptions thereto exercised in a reasonable manner.

(kk)The Mortgaged Property is located in the state identified in the related Mortgage Loan Schedule and consists of a parcel of real property with a detached single family residence erected thereon, or a two- to four-family dwelling, or an individual condominium unit, or an individual unit in a planned unit development; provided,however, that any condominium project or planned unit development generally conforms with the Underwriting Guidelines regarding such dwellings, and no residence or dwelling is a mobile home, manufactured dwelling or cooperative.

(ll)If the Mortgaged Property is a condominium unit or a planned unit development (other than a de minimis planned unit development) such condominium or planned unit development project meets Fannie Mae or Freddie Mac eligibility requirements for sale to Fannie Mae or Freddie Mac, as the case may be, or is located in a condominium or planned unit development project which has received Fannie Mae or Freddie Mac project approval or as to which Fannie Mae’s and Freddie Mac’s eligibility requirements have been waived.

(mm)The Seller used no adverse selection procedures in selecting the Mortgage Loan from among the outstanding first-lien, residential mortgage loans owned by it which were available for inclusion in the Mortgage Loans.

(nn)Each Mortgage Loan is a “qualified mortgage” within Section 860G(a)(3) of the Code.

(oo)With respect to each Mortgage where a lost note affidavit has been delivered in place of the related Mortgage Note, the related Mortgage Note is no longer in existence. Each such lost note affidavit is substantially in the form attached hereto as Exhibit 4.

(pp)    No fraud, error, omission, misrepresentation, negligence or similar occurrence with respect to the Mortgage Loan has taken place on the part of the Seller, the Servicer or, to the best of the Seller’s knowledge, any other originator or servicer or the Mortgagor or on the part of any other party involved in the origination of the Mortgage Loan.

(qq)      The origination practices used by the Seller and the collection and servicing practices used by the Servicer with respect to each Mortgage Loan have been in all respects legal, proper, prudent and customary in the mortgage origination and servicing industry and the collection and servicing practices used by the Servicer have been acceptable to Fannie Mae and Freddie Mac.

(rr)As of the date of origination of the Mortgage Loan, the Mortgagor was not in bankruptcy and was not insolvent; as of the Closing Date, the Seller has not received any notice that the Mortgagor was in bankruptcy or was insolvent and neither the Seller nor the Servicer has any knowledge of any circumstances or condition with respect to the Mortgage, the Mortgaged Property, the Mortgagor or the Mortgagor’s credit standing that could reasonably be expected to cause investors to regard the Mortgage Loan as an unacceptable investment, cause the Mortgage Loan to become delinquent or materially adversely affect the value or the marketability of the Mortgage Loan.

(ss)The Mortgagor has not notified the Seller or the Servicer, and neither the Seller nor the Servicer has knowledge of any relief requested by the Mortgagor under the Servicemembers Civil Relief Act.

(tt)No Mortgage Loan was made in connection with (i) the construction or rehabilitation of a Mortgaged Property or (ii) facilitating the trade-in or exchange of a Mortgaged Property.

(uu)There is no pending action or proceeding directly involving any Mortgaged Property of which the Seller or the Servicer is aware in which compliance with any environmental law, rule or regulation is an issue and, to the Seller’s knowledge, nothing further remains to be done to satisfy in full all requirements of each such law, rule or regulation constituting a prerequisite to use and enjoyment of said property.

(vv)No action, inaction, or event has occurred and no state of affairs exists or has existed that has resulted or will result in the exclusion from, denial of, or defense to coverage under any applicable special hazard insurance policy, Primary Mortgage Insurance Policy or bankruptcy bond, irrespective of the cause of such failure of coverage. In connection with the placement of any such insurance, no commission, fee, or other compensation has been or will be received by the Seller or the Servicer or any designee of the Seller or the Servicer or any corporation in which the Seller, the Servicer or any officer, director, or employee of the Seller or the Servicer had a financial interest at the time of placement of such insurance.

(ww)With respect to any ground lease to which a Mortgaged Property may be subject: (A) the Mortgagor is the owner of a valid and subsisting leasehold interest under such ground lease; (B) such ground lease is in full force and effect, unmodified and not supplemented by any writing or otherwise; (C) all rent, additional rent and other charges reserved therein have been fully paid to the extent payable as of the related Closing Date; (D) the Mortgagor enjoys the quiet and peaceful possession of the leasehold estate; (E) the Mortgagor is not in default under any of the terms of such ground lease, and there are no circumstances which, with the passage of time or the giving of notice, or both, would result in a default under such ground lease; (F) the lessor under such ground lease is not in default under any of the terms or provisions of such ground lease on the part of the lessor to be observed or performed; (G) the lessor under such ground lease has satisfied any repair or construction obligations due as of the related Closing Date pursuant to the terms of such ground lease; (H) the execution, delivery and performance of the Mortgage do not require the consent (other than those consents which have been obtained and are in full force and effect) under, and will not contravene any provision of or cause a default under, such ground lease; and (I) the term of such lease does not terminate earlier than the maturity date of the Mortgage Note.

(xx)       With respect to escrow deposits and payments that the Servicer is entitled to collect, all such payments are in the possession of, or under the control of the Servicer, and there exist no deficiencies in connection therewith for which customary arrangements for repayment thereof have not been made. All escrow payments have been collected in full compliance with state and federal law and the provisions of the related Mortgage Note and Mortgage. As to any Mortgage Loan that is the subject of an escrow, escrow of funds is not prohibited by applicable law and has been established in an amount sufficient to pay for every escrowed item that remains unpaid and has been assessed but is not yet due and payable. No escrow deposits or other charges or payments due under the Mortgage Note have been capitalized under any Mortgage or the related Mortgage Note.

(yy)      There is no Mortgage Loan that was originated on or after October 1, 2002 and before March 7, 2003, which is secured by property located in the State of Georgia.

(zz)       No proceeds from any Mortgage Loan were used to finance single premium credit insurance policies.

(aaa)No borrower was required to purchase any credit life, disability, accident or health insurance product as a condition of obtaining the extension of credit. No borrower obtained a prepaid single-premium credit life, disability, accident or health insurance policy in connection with the origination of the Mortgage Loan; No proceeds from any Mortgage Loan were used to purchase single premium credit insurance policies as part of the origination of, or as a condition to closing, such Mortgage Loan.

(bbb)Any Mortgage Loan with a Mortgaged Property in the State of Illinois complies with the Illinois Interest Act.

(ccc)With respect to any Mortgage Loan originated on or after August 1, 2004 and underlying the security, neither the related Mortgage nor the related Mortgage Note requires the borrower to submit to arbitration to resolve any dispute arising out of or relating in any way to the mortgage loan transaction.

(ddd)The Servicer will transmit full-file credit reporting data for each Mortgage Loan pursuant to the Fannie Mae Selling Guide and that for each Mortgage Loan, Servicer agrees it shall report one of the following statuses each month as follows: new origination, current, delinquent (30-, 60-, 90-days, etc.), foreclosed, or charged-off.

(eee)Each Mortgage Loan is in compliance with the anti-predatory lending eligibility for purchase requirements of Fannie Mae’s Selling Guide.

Subsection 7.02 Seller and Servicer Representations.

The Seller and the Servicer hereby represent and warrant to the Purchaser that, as to itself as of the related Closing Date:

(a)It is a national banking association, duly organized, validly existing, and in good standing under the laws of the United States and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by it. It is an approved seller/servicer in good standing of conventional residential mortgage loans for Fannie Mae or Freddie Mac and is a HUD-approved mortgagee under Section 203 of the National Housing Act. It has corporate power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by it and the consummation of the transactions contemplated hereby have been duly and validly authorized. This Agreement, assuming due authorization, execution and delivery by the Purchaser, evidences the legal, valid, binding and enforceable obligation of it, subject to applicable law except as enforceability may be limited by (i) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (ii) general principles of equity, whether enforcement is sought in a proceeding in equity or at law. All requisite corporate action has been taken by it to make this Agreement valid and binding upon it in accordance with the terms of this Agreement.

(b)No consent, approval, authorization or order is required for the transactions contemplated by this Agreement from any court, governmental agency or body, or federal or state regulatory authority having jurisdiction over it or, if required, such consent, approval, authorization or order has been or will, prior to the related Closing Date, be obtained.

(c)The consummation of the transactions contemplated by this Agreement are in its ordinary course of business and will not result in the breach of any term or provision of its charter or by-laws or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which it or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which it or its property is subject.

(d)Its transfer, assignment and conveyance of the Mortgage Notes and the Mortgages pursuant to this Agreement are not subject to the bulk transfer or any similar statutory provisions in effect in any applicable jurisdiction.

(e)There is no action, suit, proceeding or investigation pending or, to its best knowledge, threatened against it which, either individually or in the aggregate, would result in any material adverse change in its business, operations, financial condition, properties or assets, or in any material impairment of its right or ability to carry on its business substantially as now conducted or which would draw into question the validity of this Agreement or the Mortgage Loans or of any action taken or to be taken in connection with its obligations contemplated herein, or which would materially impair its ability to perform under the terms of this Agreement.

(f)It does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement.

(g)It acknowledges and agrees that the Servicing Fee shall be treated by the Servicer, for accounting and tax purposes, as compensation for the servicing and administration of the Mortgage Loans pursuant to this Agreement.

(h)It has determined that the disposition of the Mortgage Loans pursuant to this Agreement will be afforded sale treatment for accounting and tax purposes.

(i)It is solvent and the sale of the Mortgage Loans will not cause it to become insolvent. The sale of the Mortgage Loans is not undertaken with the intent to hinder, delay or defraud any of its creditors.

(j)It has not dealt with any broker, investment banker, agent or other person that may be entitled to any commission or compensation in connection with the sale of the Mortgage Loans.

Subsection 7.03 Remedies for Breach of Representations and Warranties.

It is understood and agreed that the representations and warranties set forth in Subsections 7.01 and 7.02 shall survive the sale of the Mortgage Loans to the Purchaser and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment of Mortgage or the examination or lack of examination of any Mortgage File. Upon discovery by the Seller, the Servicer or the Purchaser of a breach of any of the foregoing representations and warranties which materially and adversely affects the value of the Mortgage Loans or the interest of the Purchaser therein (or which materially and adversely affects the interest of the Purchaser in or the value of the related Mortgage Loan in the case of a representation and warranty relating to a particular Mortgage Loan), the party discovering such breach shall give prompt written notice to the others.

Within sixty (60) days after the earlier of either discovery by or notice to either the Seller or the Servicer of any breach of a representation or warranty which materially and adversely affects the value of a Mortgage Loan or the Mortgage Loans or the interest of the Purchaser therein, the Seller or the Servicer, as the case may be, shall use its best efforts promptly to cure such breach in all material respects and, if such breach cannot be cured within ninety (90) days after the discovery or notice of the breach, the Seller shall, at the Purchaser’s option, repurchase such Mortgage Loan or Mortgage Loans at the Repurchase Price. However, the Seller may, at its option, with the Purchaser’s prior approval, such approval not to be withheld unreasonably, and assuming that the Seller has a Substitute Mortgage Loan, rather than repurchase the Mortgage Loan as provided above, remove such Mortgage Loan and substitute in its place a Substitute Mortgage Loan or Substitute Mortgage Loans; provided, however, that any such substitution shall be effected within two (2) years after the related Closing Date. If the Seller has no Substitute Mortgage Loan, it shall repurchase the deficient Mortgage Loan. Any repurchase of a Mortgage Loan pursuant to the foregoing provisions of this Subsection 7.03 shall occur on a date designated by the Purchaser and shall be accomplished by the Seller remitting by wire transfer to the Purchaser the amount of the related Repurchase Price.

At the time of repurchase of any deficient Mortgage Loan (or removal of any Deleted Mortgage Loan), the Purchaser and the Seller shall arrange for the assignment of the repurchased Mortgage Loan (or Deleted Mortgage Loan) to the Seller or its designee and the delivery to the Seller of any documents held by the Purchaser relating to the repurchased Mortgage Loan in the manner required by this Agreement with respect to the purchase and sale of such Mortgage Loan on the related Closing Date. In the event a deficient Mortgage Loan is repurchased, the Seller shall, simultaneously with its remittance to the Purchaser of such related Repurchase Price, give written notice to the Purchaser that such repurchase has taken place. Upon such repurchase, the related Mortgage Loan Schedule shall simultaneously be amended to reflect the withdrawal of the repurchased Mortgage Loan from this Agreement.

As to any Deleted Mortgage Loan for which the Seller substitutes one or more Substitute Mortgage Loans, the Seller shall effect such substitution by delivering to the Purchaser for each Substitute Mortgage Loan the Mortgage Note, the Mortgage, the Assignment of Mortgage and such other documents and agreements as are required by Subsection 6.03. The Seller shall remit to the Servicer for distribution the Monthly Payment due on each Substitute Mortgage Loan in the month following the date of such substitution. Monthly Payments due with respect to Substitute Mortgage Loans in the month of substitution will be retained by the Seller. For the month of substitution, distributions to the Purchaser will include the Monthly Payment due on such Deleted Mortgage Loan in the month of substitution, and the Seller shall thereafter be entitled to retain all amounts subsequently received by it in respect of such Deleted Mortgage Loan. The Seller shall give written notice to the Purchaser that such substitution has taken place and shall amend the related Mortgage Loan Schedule to reflect the removal of such Deleted Mortgage Loan from the terms of this Agreement and the substitution of the Substitute Mortgage Loan. Upon such substitution, each Substitute Mortgage Loan shall be subject to the terms of this Agreement in all respects, and the Seller shall be deemed to have made with respect to such Substitute Mortgage Loan, as of the date of substitution, the covenants, representations and warranties set forth in Subsections 7.01 and 7.02.

For any month in which the Seller substitutes one or more Substitute Mortgage Loans for one or more Deleted Mortgage Loans, the Seller will determine the amount (if any) by which the aggregate principal balance of all such Substitute Mortgage Loans as of the date of substitution is less than the aggregate Stated Principal Balance of all such Deleted Mortgage Loans (after application of scheduled principal payments due in the month of substitution). The amount of such shortfall, plus an amount equal to the aggregate of any Servicing Advances made with respect to such Deleted Mortgage Loans, shall be remitted to the Servicer by the Seller for distribution by the Servicer in the month of substitution.

In addition to such cure, repurchase and substitution obligations, the Seller or the Servicer shall indemnify the Purchaser and hold it harmless against any out-of-pocket losses, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, settlements and other costs and expenses resulting from any claim, demand, defense or assertion by any third party that is based on or grounded upon, or resulting from, a breach of the Seller or the Servicer, as applicable, representations and warranties contained in this Agreement; provided, however, indemnification shall not be available for any economic losses of the Purchaser due to reinvestment losses, loss of investment income or any other special, indirect or consequential losses or damages.

No action may be brought against the Seller or the Servicer, as applicable, relating to or arising out of the breach of any representations and warranties made in Subsections 7.01 or 7.02 with respect to any Mortgage Loan unless and until (i) discovery of such breach by the Purchaser or notice thereof by the Seller or the Servicer to Purchaser, (ii) failure by the Seller or the Servicer, as applicable, to cure such breach, repurchase such Mortgage Loan as specified above, substitute a Substitute Mortgage Loan for such Mortgage Loan as specified above and/or indemnify the Purchaser and (iii) demand upon the Seller or the Servicer, as applicable, by the Purchaser for compliance with the terms of this Agreement.

It is understood and agreed that the obligations of the Seller or the Servicer, as applicable, set forth in this Subsection 7.03 to cure, repurchase or substitute for a defective Mortgage Loan and/or to indemnify the Purchaser constitute the sole remedies of the Purchaser respecting a breach of the representations and warranties set forth in Subsections 7.01 and 7.02.

Subsection 7.04 Repurchase of Certain Prepaid or Converted Mortgage Loans.

If the principal balance due on a Mortgage Loan is paid in full prior to the related Closing Date, the Seller shall remit to the Purchaser an amount equal to the product of (i) the excess of the Purchase Price Percentage over 100%, times (ii) the amount of such Principal Prepayment in full. If any Mortgagor converts the adjustable Mortgage Interest Rate on any related Convertible Mortgage Loan to a fixed Mortgage Interest Rate, the Seller shall repurchase that Convertible Mortgage Loan prior to the next scheduled Due Date for such Mortgage Loan pursuant to Subsection 7.03.

SECTION 8.    Closing Conditions.

The closing for the purchase and sale of each Mortgage Loan Package shall take place on the related Closing Date. The closing shall be either by telephone, confirmed by letter or wire as the parties hereto shall agree, or conducted in person, at such place as the parties hereto shall agree.

The closing for each Mortgage Loan Package shall be subject to the satisfaction of each of the following conditions:

(a)the Seller shall have delivered to the Purchaser the related Mortgage Loan Schedule and an electronic data file containing information on a loan-level basis;

(b)all of the representations and warranties of the Seller under this Agreement shall be true and correct as of the related Closing Date (or, with respect to Subsection 7.01, such other date specified therein) in all material respects and no default shall have occurred hereunder which, with notice or the passage of time or both, would constitute an Event of Default hereunder;

(c)the Purchaser shall have received from the custodian an initial certification with respect to its receipt of the Mortgage Loan Documents for the related Mortgage Loans;

(d)the Purchaser shall have received originals of the related Term Sheet executed by the Seller and a funding memorandum setting forth the Purchase Price(s), and the accrued interest thereon, for the Mortgage Loan Package; and

(e)all other terms and conditions of this Agreement and the related Term Sheet to be satisfied by the Seller shall have been complied with in all material respects.

Upon satisfaction of the foregoing conditions, the Purchaser shall pay to the Seller on such Closing Date the Purchase Price for the related Mortgage Loan Package, plus accrued interest pursuant to Section 4 of this Agreement.

SECTION 9.     [Reserved.]

SECTION 10.    Costs.

The Seller and the Servicer shall pay any commissions due their salesmen and the legal fees and expenses of their attorneys. The Purchaser shall pay the cost of delivering the Mortgage Files to the Purchaser or its designee, the cost of recording the Assignments of Mortgage, any custodial fees incurred in connection with the release of any Mortgage Loan Documents as may be required by the servicing activities hereunder and all other costs and expenses incurred in connection with the sale of the Mortgage Loans by the Seller to the Purchaser, including without limitation the Purchaser’s attorneys’ fees.

SECTION 11.    Administration and Servicing of Mortgage Loans.

Subsection 11.01 Servicer to Act as Servicer; Subservicing.

The Servicer, as an independent contractor, shall service and administer the Mortgage Loans in accordance with this Agreement and Customary Servicing Procedures and the terms of the Mortgage Notes and Mortgages, and shall have full power and authority, acting alone or through subservicers or agents, to do or cause to be done any and all things in connection with such servicing and administration which the Servicer may deem necessary or desirable and consistent with the terms of this Agreement. The Servicer may perform its servicing responsibilities through agents or independent contractors, but shall not thereby be released from any of its responsibilities hereunder. Notwithstanding anything to the contrary, the Servicer may delegate any of its duties under this Agreement to one or more of its affiliates without regard to any of the requirements of this section; provided, however, that the Servicer shall not be released from any of its responsibilities hereunder by virtue of such delegation. The Mortgage Loans may be subserviced by one or more unaffiliated subservicers on behalf of the Servicer provided each subservicer is a Fannie Mae approved seller/servicer or a Freddie Mac approved seller/servicer in good standing, and no event has occurred, including but not limited to a change in insurance coverage, that would make it unable to comply with the eligibility for seller/servicers imposed by Fannie Mae or Freddie Mac, or which would require notification to Fannie Mae or Freddie Mac. The Servicer shall pay all fees and expenses of the subservicer from its own funds (provided that any such expenditures that would constitute Servicing Advances if made by the Servicer hereunder shall be reimbursable to the Servicer as Servicing Advances), and the subservicer’s fee shall not exceed the Servicing Fee.

At the cost and expense of the Servicer, without any right of reimbursement from the Custodial Account, the Servicer shall be entitled to terminate the rights and responsibilities of a subservicer and arrange for any servicing responsibilities to be performed by a successor subservicer meeting the requirements in the preceding paragraph; provided, however, that nothing contained herein shall be deemed to prevent or prohibit the Servicer, at the Servicer’s option, from electing to service the related Mortgage Loans itself. If the Servicer’s responsibilities and duties under this Agreement are terminated and if requested to do so by the Purchaser, the Servicer shall at its own cost and expense terminate the rights and responsibilities of the subservicer as soon as is reasonably possible. The Servicer shall pay all fees, expenses or penalties necessary in order to terminate the rights and responsibilities of the subservicer from the Servicer’s own funds without reimbursement from the Purchaser.

The Servicer shall be entitled to enter into an agreement with the subservicer for indemnification of the Servicer by the subservicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification.

Any subservicing agreement and any other transactions or services relating to the Mortgage Loans involving the subservicer shall be deemed to be between the subservicer and Servicer alone, and the Purchaser shall have no obligations, duties or liabilities with respect to the subservicer including no obligation, duty or liability of the Purchaser to pay the subservicer’s fees and expenses. For purposes of distributions and advances by the Servicer pursuant to this Agreement, the Servicer shall be deemed to have received a payment on a Mortgage Loan when the subservicer has received such payment.

Consistent with the terms of this Agreement, the Servicer may 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; provided, however, that (unless the Mortgagor is in default with respect to the Mortgage Loan, or such default is, in the judgment of the Servicer, imminent, and the Servicer has the consent of the Purchaser) the Servicer shall not enter into any payment plan or agreement to modify payments with a Mortgagor lasting more than six (6) months or permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Initial Rate Cap (if applicable), the Periodic Rate Cap (if applicable) or the Gross Margin (if applicable), defer or forgive the payment of any principal or interest, change the outstanding principal amount (except for actual payments of principal), make any future advances or extend the final maturity date, as the case may be, with respect to such Mortgage Loan. Without limiting the generality of the foregoing, the Servicer in its own name or acting through subservicers or agents is hereby authorized and empowered by the Purchaser when the Servicer believes it appropriate and reasonable in its best judgment, to execute and deliver, on behalf of itself and the Purchaser, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Mortgage Loans and the Mortgaged Properties and to institute foreclosure proceedings or obtain a deed-in-lieu of foreclosure so as to convert the ownership of such properties, and to hold or cause to be held title to such properties, on behalf of the Purchaser pursuant to the provisions of Subsection 11.13.

The Servicer shall notify the Purchaser of its intention to institute any foreclosure proceeding no fewer than ten (10) days prior to initiating such proceeding. The Servicer shall notify the Purchaser of its intention to accept a deed-in-lieu of foreclosure or a partial release of any of the Mortgaged Property subject to the lien of the Mortgage no fewer than ten (10) days prior to accepting such deed-in-lieu or partial release and shall only accept such deed-in-lieu or grant such partial release if the Purchaser has not objected before the end of the tenth day after delivery of such notice. In connection with any foreclosure sale, the Servicer shall consult with the Purchaser with regard to a bid price for the related Mortgaged Property and shall set such bid price in accordance with the Purchaser’s instructions. The Servicer shall make all required Servicing Advances and shall service and administer the Mortgage Loans in accordance with all applicable laws, rules and regulations and shall provide to the Mortgagors any reports required to be provided to them thereby. The Purchaser shall furnish to the Servicer any powers of attorney and other documents reasonably necessary or appropriate to enable the Servicer to carry out its servicing and administrative duties under this Agreement.

Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed-in-lieu of foreclosure, if the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or waste, or if the Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector at the Purchaser’s expense. Upon completion of the inspection, the Servicer shall promptly provide the Purchaser with a written report of the environmental inspection. After reviewing the inspection, the Purchaser shall determine how the Servicer shall proceed with respect to the Mortgaged Property.

Subsection 11.02 Liquidation of Mortgage Loans.

In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Servicer shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of ninety (90) days or more, the Servicer shall commence foreclosure proceedings in accordance with Customary Servicing Procedures and the guidelines set forth by Fannie Mae or Freddie Mac. In such connection, the Servicer shall from its own funds make all necessary and proper Servicing Advances. If the portion of any Liquidation Proceeds allocable as a recovery of interest on any Mortgage Loan is less than the full amount of accrued and unpaid interest on such Mortgage Loan as of the date such proceeds are received, then the applicable Servicing Fees with respect to such Mortgage Loan shall be paid first and any amounts remaining thereafter shall be distributed to the Purchaser.

Subsection 11.03 Collection of Mortgage Loan Payments.

Continuously from the date hereof until the principal and interest on all Mortgage Loans are paid in full, the Servicer will proceed diligently, in accordance with this Agreement, to collect all payments due under each of the Mortgage Loans when the same shall become due and payable. Further, the Servicer will in accordance with Customary Servicing Procedures ascertain and estimate taxes, assessments, fire and hazard insurance premiums, premiums for Primary Mortgage Insurance Policies, and all other charges that, as provided in any Mortgage, will become due and payable to the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

Subsection 11.04 Establishment of Custodial Account; Deposits in Custodial Account.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts (collectively, the “Custodial Account”), titled “Bank of America, National Association, in trust for EMC Mortgage Corporation as Purchaser of Mortgage Loans and various Mortgagors.” Such Custodial Account shall be established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of the Servicer) which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible depository institution for custodial accounts. The Custodial Account shall initially be established and maintained at Bank of America, National Association, or any successor thereto, and shall not be transferred to any other depository institution without the Purchaser’s approval, which shall not unreasonably be withheld. In any case, the Custodial Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Servicer.

The Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to the related Cut-off Date (other than in respect of principal and interest on the Mortgage Loans due on or before the related Cut-off Date):

(a)all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

(b)all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate;

(c)all Liquidation Proceeds;

(d)all proceeds received by the Servicer under any title insurance policy, hazard insurance policy, Primary Mortgage Insurance Policy or other insurance policy other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Customary Servicing Procedures;

(e)all awards or settlements in respect of condemnation proceedings or eminent domain affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Customary Servicing Procedures;

(f)any amount required to be deposited in the Custodial Account pursuant to Subsections 11.15, 11.17 and 11.19;

(g)any amount required to be deposited by the Servicer in connection with any REO Property pursuant to Subsection 11.13;

(h)all amounts required to be deposited by the Servicer in connection with shortfalls in principal amount of Substitute Mortgage Loans pursuant to Subsection 7.03;

(i)with respect to each Principal Prepayment in full, an amount (to be paid by the Servicer out of its own funds) which, when added to all amounts allocable to interest received in connection with the Principal Prepayment in full, equals one month’s interest on the amount of principal so prepaid for the month of prepayment at the applicable Mortgage Loan Remittance Rate; provided, however, that the Servicer’s aggregate obligations under this paragraph for any month shall be limited to the total amount of Servicing Fees actually received with respect to the Mortgage Loans by the Servicer during such month;

(j)amounts required to be deposited by the Servicer in connection with the deductible clause of any hazard insurance policy; and

(k)any BPP Mortgage Loan Payments payable by the Servicer pursuant to Subsection 11.25.

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 in the nature of late payment charges, assumption fees, BPP Fees and other ancillary fees need not be deposited by the Servicer in the Custodial Account.

The Servicer may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Servicer for the benefit of the Purchaser, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the institution with which the Custodial Account is maintained may mature on such Remittance Date and (B) any other investment may mature on such Remittance Date if the Servicer shall advance funds on such Remittance Date, pending receipt thereof to the extent necessary to make distributions to the Purchaser) and shall not be sold or disposed of prior to maturity. Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Servicer and shall be subject to withdrawal by the Servicer. The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the Servicer out of its own funds immediately as realized.

Subsection 11.05 Withdrawals From the Custodial Account.

The Servicer shall, from time to time, withdraw funds from the Custodial Account for the following purposes:

(a)to make payments to the Purchaser in the amounts and in the manner provided for in Subsection 11.15;

(b)to reimburse itself for P&I Advances, the Servicer’s right to reimburse itself pursuant to this subclause (b) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Servicer’s right thereto shall be prior to the rights of the Purchaser with respect to such Mortgage Loan, except that, where the Seller is required to repurchase a Mortgage Loan, pursuant to Subsection 7.03, the Servicer’s right to such reimbursement shall be subsequent to the payment to the Purchaser of the Repurchase Price pursuant to Subsection 7.03, and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

(c)to reimburse itself for any unpaid Servicing Fees and for unreimbursed Servicing Advances, the Servicer’s right to reimburse itself pursuant to this subclause (c) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Servicer’s right thereto shall be prior to the rights of the Purchaser unless the Seller is required to repurchase a Mortgage Loan pursuant to Subsection 7.03, in which case the Servicer’s right to such reimbursement shall be subsequent to the payment to the Purchaser of the related Repurchase Price pursuant to Subsection 7.03 and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

(d)to reimburse itself for unreimbursed Servicing Advances and for unreimbursed P&I Advances, to the extent that such amounts are nonrecoverable (as certified by the Servicer to the Purchaser in an Officer’s Certificate) by the Servicer pursuant to subclause (b) or (c) above, provided that the Mortgage Loan for which such advances were made is not required to be repurchased by a Seller pursuant to Subsection 7.03;

(e)to reimburse itself for expenses incurred by and reimbursable to it pursuant to Subsection 12.01;

(f)to withdraw amounts to make P&I Advances in accordance with Subsection 11.17;

(g)to pay to itself any interest earned or any investment earnings on funds deposited in the Custodial Account, net of any losses on such investments;

(h)to withdraw any amounts inadvertently deposited in the Custodial Account; and

(i)to clear and terminate the Custodial Account upon the termination of this Agreement.

Upon request, the Servicer shall provide the Purchaser with copies of reasonably acceptable invoices or other documentation relating to Servicing Advances that have been reimbursed from the Custodial Account.

Subsection 11.06 Establishment of Escrow Account; Deposits in Escrow Account.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts (collectively, the “Escrow Account”), titled “Bank of America, National Association, in trust for EMC Mortgage Corporation as Purchaser of Mortgage Loans and various Mortgagors.” The Escrow Account shall be established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of Servicer), which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible institution for escrow accounts. The Escrow Account shall initially be established and maintained at Bank of America, National Association, or any successor thereto, and shall not be transferred to any other depository institution without the Purchaser’s approval, which shall not unreasonably be withheld. In any case, the Escrow Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Servicer.

The Servicer shall deposit in the Escrow Account on a daily basis, and retain therein: (a) all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any such items as required under the terms of this Agreement and (b) all amounts representing proceeds of any hazard insurance policy which are to be applied to the restoration or repair of any Mortgaged Property. The Servicer shall make withdrawals therefrom only in accordance with Subsection 11.07 hereof. As part of its servicing duties, the Servicer shall pay to the Mortgagors interest on funds in the Escrow Account, to the extent required by law.

Subsection 11.07 Withdrawals From Escrow Account.

Withdrawals from the Escrow Account shall be made by the Servicer only (a) to effect timely payments of ground rents, taxes, assessments, premiums for Primary Mortgage Insurance Policies, fire and hazard insurance premiums or other items constituting Escrow Payments for the related Mortgage, (b) to reimburse the Servicer for any Servicing Advance made by Servicer pursuant to Subsection 11.08 hereof with respect to a related Mortgage Loan, (c) to refund to any Mortgagor any funds found to be in excess of the amounts required under the terms of the related Mortgage Loan, (d) for transfer to the Custodial Account upon default of a Mortgagor or in accordance with the terms of the related Mortgage Loan and if permitted by applicable law, (e) for application to restore or repair of the Mortgaged Property, (f) to pay to the Mortgagor, to the extent required by law, any interest paid on the funds deposited in the Escrow Account, (g) to pay to itself any interest earned on funds deposited in the Escrow Account (and not required to be paid to the Mortgagor), (h) to the extent permitted under the terms of the related Mortgage Note and applicable law, to pay late fees with respect to any Monthly Payment which is received after the applicable grace period, (i) to withdraw suspense payments that are deposited into the Escrow Account, (j) to withdraw any amounts inadvertently deposited in the Escrow Account or (k) to clear and terminate the Escrow Account upon the termination of this Agreement.

Subsection 11.08 Payment of Taxes, Insurance and Other Charges; Collections Thereunder.

With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the status of ground rents, taxes, assessments and other charges which are or may become a lien upon the Mortgaged Property and the status of premiums for Primary Mortgage Insurance Policies and fire and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges (including renewal premiums) and shall effect payment thereof prior to the applicable penalty or termination date and at a time appropriate for securing maximum discounts allowable, employing for such purpose deposits of the Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Servicer in amounts sufficient for such purposes, as allowed under the terms of the Mortgage. To the extent that a Mortgage does not provide for Escrow Payments, the Servicer shall determine that any such payments are made by the Mortgagor. The Servicer assumes full responsibility for the timely payment of all such bills and shall effect timely payments of all such bills irrespective of each Mortgagor’s faithful performance in the payment of same or the making of the Escrow Payments and shall make Servicing Advances to effect such payments, subject to its ability to recover such Servicing Advances pursuant to Subsections 11.05(c), 11.05(d) and 11.07(b). No costs incurred by the Servicer or subservicers in effecting the payment of taxes and assessments on the Mortgaged Properties shall, for the purpose of calculating remittances to the Purchaser, be added to the amount owing under the related Mortgage Loans, notwithstanding that the terms of such Mortgage Loans so permit.

Subsection 11.09 Transfer of Accounts.

The Servicer may transfer the Custodial Account or the Escrow Account to a different depository institution. Such transfer shall be made only upon obtaining the prior written consent of the Purchaser, such consent not to be unreasonably withheld.

Subsection 11.10 Maintenance of Hazard Insurance.

The Servicer shall cause to be maintained for each Mortgage Loan fire and hazard insurance with extended coverage customary in the area where the Mortgaged Property is located by an insurer acceptable to Fannie Mae or Freddie Mac in an amount which is at least equal to the lesser of (a) the full insurable value of the Mortgaged Property or (b) the greater of (i) the outstanding principal balance owing on the Mortgage Loan and (ii) an amount such that the proceeds of such insurance shall be sufficient to avoid the application to the Mortgagor or loss payee of any coinsurance clause under the policy. If the Mortgaged Property is in an area identified in the Federal Register by the Federal Emergency Management Agency as a special flood hazard area (and such flood insurance has been made available) the Servicer will cause to be maintained a flood insurance policy meeting the requirements of the National Flood Insurance Program, in an amount representing coverage not less than the lesser of (A) the minimum amount required under the terms of the coverage to compensate for any damage or loss to the Mortgaged Property on a replacement-cost basis (or the outstanding principal balance of the Mortgage Loan if replacement-cost basis is not available) or (B) the maximum amount of insurance available under the National Flood Insurance Program. The Servicer shall also maintain on REO Property fire and hazard insurance with extended coverage in an amount which is at least equal to the maximum insurable value of the improvements which are a part of such property, liability insurance and, to the extent required and available under the National Flood Insurance Program, flood insurance in an amount required above. Any amounts collected by the Servicer under any such policies (other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the property subject to the related Mortgage or property acquired in liquidation of the Mortgage Loan, or to be released to the Mortgagor in accordance with Customary Servicing Procedures) shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05. It is understood and agreed that no earthquake or other additional insurance need be required by the Servicer of any Mortgagor or maintained on REO Property other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance. All policies required hereunder shall be endorsed with standard mortgagee clauses with loss payable to Servicer, and shall provide for at least thirty (30) days prior written notice of any cancellation, reduction in amount or material change in coverage to the Servicer. The Servicer shall not interfere with the Mortgagor’s freedom of choice in selecting either its insurance carrier or agent; provided, however, that the Servicer shall not accept any such insurance policies from insurance companies unless such companies are acceptable to Fannie Mae or Freddie Mac and are licensed to do business in the state wherein the property subject to the policy is located.

The hazard insurance policies for each Mortgage Loan secured by a unit in a condominium development or planned unit development shall be maintained with respect to such Mortgage Loan and the related development in a manner which is consistent with Fannie Mae or Freddie Mac requirements.

Subsection 11.11 Maintenance of Primary Mortgage Insurance Policy; Claims.

With respect to each Mortgage Loan with a LTV in excess of 80%, the Servicer shall, without any cost to the Purchaser, maintain or cause the Mortgagor to maintain in full force and effect a Primary Mortgage Insurance Policy insuring that portion of the Mortgage Loan in excess of a percentage in conformance with Fannie Mae requirements. The Servicer shall pay or shall cause the Mortgagor to pay the premium thereon on a timely basis, at least until the LTV of such Mortgage Loan is reduced to 80%. In the event that such Primary Mortgage Insurance Policy shall be terminated, the Servicer shall obtain from another insurer a comparable replacement policy, with a total coverage equal to the remaining coverage of such terminated Primary Mortgage Insurance Policy. If the insurer shall cease to be a qualified insurer, the Servicer shall obtain from another qualified insurer a replacement Primary Mortgage Insurance Policy. The Servicer shall not take any action which would result in noncoverage under any applicable Primary Mortgage Insurance Policy of any loss which, but for the actions of the Servicer would have been covered thereunder. In connection with any assumption or substitution agreement entered into or to be entered into pursuant to Subsection 11.18, the Servicer shall promptly notify the insurer under the related Primary Mortgage Insurance Policy, if any, of such assumption or substitution of liability in accordance with the terms of such Primary Mortgage Insurance Policy and shall take all actions which may be required by such insurer as a condition to the continuation of coverage under such Primary Mortgage Insurance Policy. If such Primary Mortgage Insurance Policy is terminated as a result of such assumption or substitution of liability, the Servicer shall obtain a replacement Primary Mortgage Insurance Policy as provided above.

In connection with its activities as servicer, the Servicer agrees to prepare and present or to assist the Purchaser in preparing and presenting, on behalf of itself and the Purchaser, claims to the insurer under any Primary Mortgage Insurance Policy in a timely fashion in accordance with the terms of such Primary Mortgage Insurance Policy and, in this regard, to take such action as shall be necessary to permit recovery under any Primary Mortgage Insurance Policy respecting a defaulted Mortgage Loan. Pursuant to Subsection 11.06, any amounts collected by the Servicer under any Primary Mortgage Insurance Policy shall be deposited in the Escrow Account, subject to withdrawal pursuant to Subsection 11.07.

Subsection 11.12 Fidelity Bond; Errors and Omissions Insurance.

The Servicer shall maintain, at its own expense, a blanket Fidelity Bond and an errors and omissions insurance policy, with broad coverage on all officers, employees or other persons acting in any capacity requiring such persons to handle funds, money, documents or papers relating to the Mortgage Loans. These policies must insure the Servicer against losses resulting from fraud, theft, errors, omissions, negligence, dishonest or fraudulent acts committed by the Servicer’s personnel, any employees of outside firms that provide data processing services for the Servicer, and temporary contract employees or student interns. The Fidelity Bond shall also protect and insure the Servicer against losses in connection with the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby. No provision of this Subsection 11.12 requiring such Fidelity Bond and errors and omissions insurance shall diminish or relieve the Servicer from its duties and obligations as set forth in this Agreement. The minimum coverage under any such Fidelity Bond and insurance policy shall be at least equal to the corresponding amounts required by Fannie Mae in the Fannie Mae Servicing Guide or by Freddie Mac in the Freddie Mac Guide, as amended or restated from time to time, or in an amount as may be permitted to the Servicer by express waiver of Fannie Mae or Freddie Mac. Upon request of the Purchaser, the Servicer shall cause to be delivered to the Purchaser a certified true copy of such Fidelity Bond or a certificate evidencing the same with a statement that the Servicer shall endeavor to provide written notice to the Purchaser thirty (30) days prior to modification or any material change.

Subsection 11.13 Title, Management and Disposition of REO Property.

(a)In the event that title to the Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the Purchaser or its nominee.

(b)The Purchaser, by giving notice to the Servicer, may elect to manage and dispose of all REO Property acquired pursuant to this Agreement by itself. If the Purchaser so elects, the Purchaser shall assume control of REO Property at the time of its acquisition and the Servicer shall forward the related Mortgage File to the Purchaser as soon as is practicable. Promptly upon assumption of control of any REO Property, the Purchaser shall reimburse any related Servicing Advances or other expenses incurred by the Servicer with respect to that REO Property.

(c)If the Purchaser has not informed the Servicer that it will manage REO Property, the provisions of this Subsection 11.13(c) shall apply. The Servicer shall cause to be deposited on a daily basis in the Custodial Account all revenues received with respect to the conservation of the related REO Property. The Servicer shall make distributions as required on each Remittance Date to the Purchaser of the net cash flow from the REO Property (which shall equal the revenues from such REO Property net of the expenses described above and of any reserves reasonably required from time to time to be maintained to satisfy anticipated liabilities for such expenses).

The disposition of REO Property shall be carried out by the Servicer. Upon the request of the Purchaser, and at the Purchaser’s expense, the Servicer shall cause an appraisal of the REO Property to be performed for the Purchaser.

The Servicer shall either itself or through an agent selected by the Servicer, manage, conserve, protect and operate the REO Property in the same manner that it manages, conserves, protects and operates other foreclosed property for its own account, and in the same manner that similar property in the same locality as the REO Property is managed. The Servicer shall bill the Purchaser for such costs upon the sale of the REO Property and shall not withdraw funds to cover such costs from the Custodial Account.

Subsection 11.14 Servicing Compensation.

As compensation for its services hereunder, the Servicer shall be entitled to retain the Servicing Fee from interest payments actually collected on the Mortgage Loans. Additional servicing compensation in the form of assumption fees, late payment charges, prepayment penalties, BPP Fees and other ancillary income shall be retained by the Servicer to the extent not required to be deposited in the Custodial Account. The Servicer shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder and shall not be entitled to reimbursement therefor except as specifically provided for herein.

Subsection 11.15 Distributions.

On each Remittance Date the Servicer shall remit by wire transfer of immediately available funds to the account designated in writing by the Purchaser of record on the preceding Record Date (a) all amounts credited to the Custodial Account at the close of business on the related Determination Date, net of charges against or withdrawals from the Custodial Account pursuant to Subsection 11.05(b) through (h), plus (b) all amounts, if any, which the Servicer is obligated to distribute pursuant to Subsection 11.17, minus (c) any amounts attributable to Principal Prepayments received after the end of the calendar month preceding the month in which the Remittance Date occurs, minus (d) any amounts attributable to Monthly Payments collected but due on a Due Date or Due Dates subsequent to the related Due Date.

With respect to any remittance received by the Purchaser after the Business Day on which such payment was due, the Servicer shall pay to the Purchaser interest on any such late payment at an annual rate equal to the rate of interest as is publicly announced from time to time at its principal office by Bank of America, National Association, or its successor, as its prime lending rate, adjusted as of the date of each change, plus two percent (2%), but in no event greater than the maximum amount permitted by applicable law. Such interest shall be paid by the Servicer to the Purchaser on the date such late payment is made and shall cover the period commencing with the Business Day on which such payment was due and ending with the Business Day immediately preceding the Business Day on which such payment is made, both inclusive. The payment by the Servicer of any such interest shall not be deemed an extension of time for payment or a waiver of any Event of Default by the Servicer.

Subsection 11.16 Statements to the Purchaser.

Not later than the tenth (10^th) day of the month of each related Remittance Date, the Servicer shall forward to the Purchaser a statement, substantially in the form of Exhibit 5 and certified by a Servicing Officer, setting forth on a loan-by-loan basis: (a) the amount of the distribution made on such Remittance Date which is allocable to principal and allocable to interest; (b) the amount of servicing compensation received by the Servicer during the prior calendar month; and (c) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the preceding month. Such statement shall also include information regarding delinquencies on Mortgage Loans, indicating the number and aggregate principal amount of Mortgage Loans which are either one (1), two (2) or three (3) or more months delinquent and the book value of any REO Property. The Servicer shall submit to the Purchaser monthly a liquidation report with respect to each Mortgaged Property sold in a foreclosure sale as of the related Record Date and not previously reported. Such liquidation report shall be incorporated into the remittance report delivered to Purchaser in the form of Exhibit 5 hereto. The Servicer shall also provide such information as set forth above to the Purchaser in electronic form in the Servicer’s standard format, a copy of which has been provided by the Servicer.

The Servicer shall prepare and file any and all tax returns, information statements or other filings required to be delivered to any governmental taxing authority, the Mortgagor or to the Purchaser pursuant to any applicable law with respect to the Mortgage Loans and the transactions contemplated hereby. In addition, the Servicer shall provide the Purchaser with such information concerning the Mortgage Loans as is necessary for such Purchaser to prepare federal income tax returns as the Purchaser may reasonably request from time to time.

Subsection 11.17 Advances by the Servicer.

On the Business Day immediately preceding each related Remittance Date, the Servicer shall either (a) deposit in the Custodial Account from its own funds an amount equal to the aggregate amount of all Monthly Payments (with interest adjusted to the Mortgage Loan Remittance Rate) which were due on the Mortgage Loans during the applicable Due Period and which were delinquent at the close of business on the immediately preceding Determination Date (each such advance, a “P&I Advance”), (b) cause to be made an appropriate entry in the records of the Custodial Account that amounts held for future distribution have been, as permitted by this Subsection 11.17, used by the Servicer in discharge of any such P&I Advance or (c) make P&I Advances in the form of any combination of (a) or (b) aggregating the total amount of advances to be made. Any amounts held for future distribution and so used shall be replaced by the Servicer by deposit in the Custodial Account on or before any future Remittance Date if funds in the Custodial Account on such Remittance Date shall be less than payments to the Purchaser required to be made on such Remittance Date. The Servicer’s obligation to make P&I Advances as to any Mortgage Loan will continue through the last Monthly Payment due prior to the payment in full of a Mortgage Loan, or through the last related Remittance Date prior to the Remittance Date for the distribution of all other payments or recoveries (including proceeds under any title, hazard or other insurance policy, or condemnation awards) with respect to a Mortgage Loan; provided, however, that such obligation shall cease if the Servicer, in its good faith judgment, determines that such P&I Advances would not be recoverable pursuant to Subsection 11.05(d). The determination by the Servicer that a P&I Advance, if made, would be nonrecoverable, shall be evidenced by an Officer’s Certificate of the Servicer, delivered to the Purchaser, which details the reasons for such determination.

Subsection 11.18 Assumption Agreements.

The Servicer will use its best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note; provided that, subject to the Purchaser’s prior approval, the Servicer shall permit such assumption if so required in accordance with the terms of the Mortgage or the Mortgage Note. When the Mortgaged Property has been conveyed by the Mortgagor, the Servicer will, to the extent it has knowledge of such conveyance, exercise its rights to accelerate the maturity of such Mortgage Loan under the “due-on-sale” clause applicable thereto; provided, however, the Servicer will not exercise such rights if prohibited by law from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related Primary Mortgage Insurance Policy, if any. In connection with any such assumption, the outstanding principal amount, the Monthly Payment, the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Gross Margin (if applicable), the Initial Rate Cap (if applicable) or the Periodic Rate Cap (if applicable) of the related Mortgage Note shall not be changed, and the term of the Mortgage Loan will not be increased or decreased. If an assumption is allowed pursuant to this Subsection 11.18, the Servicer with the prior consent of the issuer of the Primary Mortgage Insurance Policy, if any, is authorized to enter into a substitution of liability agreement with the purchaser of the Mortgaged Property pursuant to which the original Mortgagor is released from liability and the purchaser of the Mortgaged Property is substituted as Mortgagor and becomes liable under the Mortgage Note.

Subsection 11.19 Satisfaction of Mortgages and Release of Mortgage Files.

Upon the payment in full of any Mortgage Loan, or the receipt by the Servicer of a notification that payment in full will be escrowed in a manner customary for such purposes, the Servicer will obtain the portion of the Mortgage File that is in the possession of the Purchaser or its designee, prepare and process any required satisfaction or release of the Mortgage and notify the Purchaser in accordance with the provisions of this Agreement. The Purchaser agrees to deliver to the Servicer (or cause to be delivered to the Servicer) the original Mortgage Note for any Mortgage Loan not later than five (5) Business Days following its receipt of a notice from the Servicer that such a payment in full has been received or that a notification has been received that such a payment in full shall be made. Such Mortgage Note shall be held by the Servicer, in trust, for the purpose of canceling such Mortgage Note and delivering the canceled Mortgage Note to the Mortgagor in a timely manner as and to the extent provided under any applicable federal or state law.

In the event the Servicer grants a satisfaction or release of a Mortgage without having obtained payment in full of the indebtedness secured by the Mortgage or should the Servicer otherwise prejudice any right the Purchaser may have under the mortgage instruments, the Servicer shall remit to the Purchaser the Stated Principal Balance of the related Mortgage Loan by deposit thereof in the Custodial Account. The Fidelity Bond shall insure the Servicer against any loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

Subsection 11.20 Annual Statement as to Compliance.

(a)The Servicer shall deliver to the Purchaser, to any master servicer which is master servicing any of the Mortgage Loans pursuant to a Securitization or other securitization transaction (each, a “Master Servicer”) and to the Sarbanes Certifying Party not later than the earlier of (a) March 15 of each calendar year (other than the calendar year during which the related Closing Date occurs) or (b) with respect to any calendar year during which the annual report of the entity which is the depositor (or other party responsible for filing Form 10-K with the Commission (as defined below)) of the Mortgage Loans pursuant to a Securitization or other securitization transaction (the “Depositor”) on Form 10-K is required to be filed in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations of the Securities Exchange Commission (the “Commission”), fifteen (15) calendar days before the date on which the Depositor’s annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, in each case, if such day is not a Business Day, the immediately preceding Business Day), an Officer’s Certificate stating, as to each signatory thereof, that (i) a review of the activities of the Servicer during the preceding year and of performance under this Agreement has been made under such officer’s supervision and (ii) to the best of such officer’s knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement throughout such year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof.

(b)With respect to any Mortgage Loans that are subject to a Securitization or other securitization transaction, not later than the earlier of (a) March 15 of each calendar year (other than the calendar year during which the Closing Date occurs) or (b) with respect to any calendar year during which the Depositor’s annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission, fifteen (15) calendar days before the date on which the Depositor’s annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, in each case, if such day is not a Business Day, the immediately preceding Business Day), an officer of the Servicer shall execute and deliver an Officer’s Certificate in the form attached hereto as Exhibit 7 to the Sarbanes Certifying Party for the benefit of the Sarbanes Certifying Party and its officers, directors and affiliates.

(c)The Servicer shall indemnify and hold harmless the Master Servicer and the Sarbanes Certifying Party (any such person, an “Indemnified Party”) from and against any losses, damages, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments and other costs and expenses arising out of or based upon a breach by the Servicer of its obligations under this Subsection 11.20 or Subsection 11.21, or the negligence, bad faith or willful misconduct of the Servicer in connection therewith. If the indemnification provided for herein is unavailable or insufficient to hold harmless any Indemnified Party, then the Servicer agrees that it shall contribute to the amount paid or payable by the Indemnified Party as a result of the losses, claims, damages or liabilities of the Indemnified Party in such proportion as is appropriate to reflect the relative fault of the Indemnified Party on the one hand and the Servicer on the other in connection with a breach of the Servicer’s obligations under this Subsection 11.20 or Subsection 11.21, or the Servicer’s negligence, bad faith or willful misconduct in connection therewith.

It is acknowledged and agreed that each Master Servicer and the Sarbanes Certifying Party shall be an express third party beneficiary of the provisions of this Subsection 11.20 and shall be entitled independently to enforce the provisions of this Subsection 11.20 with respect to any obligations owed to such entity as if it were a direct party to this Agreement.

Subsection 11.21 Annual Independent Public Accountants’ Servicing Report.

Not later than the earlier of (a) March 15 of each calendar year (other than the calendar year during which the related Closing Date occurs) or (b) with respect to any calendar year during which the Depositor’s annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission, fifteen (15) calendar days before the date on which the Depositor’s annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, in each case, if such day is not a Business Day, the immediately preceding Business Day), the Servicer at its expense shall cause a firm of independent public accountants which is a member of the American Institute of Certified Public Accountants to furnish a statement to any Master Servicer and the Sarbanes Certifying Party to the effect that such firm has examined certain documents and records relating to the servicing of residential mortgage loans and that, on the basis of such examination conducted substantially in compliance with the Uniform Single Attestation Program for Mortgage Bankers, such firm confirms that such servicing has been conducted in compliance with Customary Servicing Procedures except for such significant exceptions or errors in records that, in the opinion of such firm, the Uniform Single Attestation Program for Mortgage Bankers requires it to report.

Subsection 11.22    Servicer Shall Provide Access and Information as Reasonably Required.

The Servicer shall provide to the Purchaser, and for any Purchaser insured by FDIC or NAIC, the supervisory agents and examiners of FDIC and OTS or NAIC, access to any documentation regarding the Mortgage Loans which may be required by applicable regulations. Such access shall be afforded without charge, but only upon reasonable request, during normal business hours and at the offices of the Servicer.

In addition, the Servicer shall furnish upon request by the Purchaser, during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable and appropriate with respect to the purposes of this Agreement and applicable regulations. All such reports or information shall be provided by and in accordance with all reasonable instructions and directions the Purchaser may require. The Servicer agrees to execute and deliver all such instruments and take all such action as the Purchaser, from time to time, may reasonably request in order to effectuate the purposes and to carry out the terms of this Agreement.

Subsection 11.23 Inspections.

The Servicer shall inspect the Mortgaged Property as often deemed necessary by the Servicer to assure itself that the value of the Mortgaged Property is being preserved. In addition, if any Mortgage Loan is more than sixty (60) days delinquent, the Servicer immediately shall inspect the Mortgaged Property and shall conduct subsequent inspections in accordance with Customary Servicing Procedures or as may be required by the primary mortgage guaranty insurer. The Servicer shall keep written report of each such inspection and shall provide a copy of such inspection to the Purchaser upon the request of the Purchaser.

Subsection 11.24 Restoration of Mortgaged Property.

The Servicer need not obtain the approval of the Purchaser prior to releasing any Insurance Proceeds or Condemnation Proceeds to the Mortgagor to be applied to the restoration or repair of the Mortgaged Property if such release is in accordance with Customary Servicing Procedures. At a minimum, the Servicer shall comply with the following conditions in connection with any such release of Insurance Proceeds or Condemnation Proceeds:

(a)the Servicer shall receive satisfactory independent verification of completion of repairs and issuance of any required approvals with respect thereto;

(b)the Servicer shall take all steps necessary to preserve the priority of the lien of the Mortgage, including, but not limited to requiring waivers with respect to mechanics’ and materialmen’s liens;

(c)the Servicer shall verify that the Mortgage Loan is not in default; and

(d)pending repairs or restoration, the Servicer shall place the Insurance Proceeds or Condemnation Proceeds in the Escrow Account.

If the Purchaser is named as an additional loss payee, the Servicer is hereby empowered to endorse any loss draft issued in respect of such a claim in the name of the Purchaser.

Subsection 11.25 BPP Mortgage Loans.

With respect to any BPP Mortgage Loan, the Servicer hereby agrees to deposit in the Custodial Account and remit to the Purchaser any BPP Mortgage Loan Payment due pursuant to a BPP Addendum. Any Monthly Covered Amount payable by the Servicer pursuant to this Subsection 11.25 shall be remitted to the Purchaser on or prior to the Remittance Date relating to the Determination Date immediately following the Due Date as to which such Monthly Covered Amount relates. Any Total Covered Amount payable by the Servicer pursuant to this Subsection 11.25 shall be remitted to the Purchaser on or prior to the Remittance Date relating to the Determination Date in the month following the month in which the cancellation to which such Total Covered Amount relates occurs. For the avoidance of any doubt, no duty of the Servicer to remit or advance funds hereunder (including, without limitation, Servicing Advances) shall include remittances or advances of or with respect to BPP Fees. Notwithstanding any provision in this Agreement to the contrary, in the event servicing is transferred from the Servicer, the BPP Addendum shall be of no further force and effect and the Servicer shall not have obligations to make BPP Mortgage Loan Payments or otherwise with respect to the BPP Addendum; provided however, that the Servicer would be required to make any payments required under the BPP Addendum with respect to protected events that occur on or prior to the effective date of termination as set forth in the BPP Addendum.

SECTION 12.    The Servicer.

Subsection 12.01 Indemnification; Third Party Claims.

(a)The Servicer agrees to indemnify and hold harmless the Purchaser against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that the Purchaser may sustain in any way related to the failure of the Servicer to service the Mortgage Loans in compliance with the terms of this Agreement.

(b)The Servicer shall immediately notify the Purchaser if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, and the Servicer shall assume (with the written consent of the Purchaser) the defense of any such claim and pay all expenses in connection therewith, including counsel fees. If the Servicer has assumed the defense of the Purchaser, the Servicer shall provide the Purchaser with a written report of all expenses and advances incurred by the Servicer pursuant to this Subsection 12.01 and the Purchaser shall promptly reimburse the Servicer for all amounts advanced by it pursuant to the preceding sentence except when the claim in any way relates to the failure of the Servicer to service the Mortgage Loans in accordance with the terms of this Agreement.

Subsection 12.02 Merger or Consolidation of the Servicer.

The Servicer will keep in full effect its existence, rights and franchises as a national banking association, and will obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

Any Person into which the Servicer may be merged or consolidated, or any entity resulting from any merger, conversion or consolidation to which the Servicer shall be a party, or any Person succeeding to substantially all of the business of the Servicer (whether or not related to loan servicing), shall be the successor of the Servicer 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.

Subsection 12.03 Limitation on Liability of the Servicer and Others.

The duties and obligations of the Servicer shall be determined solely by the express provisions of this Agreement, the Servicer shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement and no implied covenants or obligations shall be read into this Agreement against the Servicer. Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Purchaser for any action taken or for refraining from the taking of any action in accordance with Customary Servicing Procedures and otherwise in good faith pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer against any liability resulting from any breach of any representation or warranty made herein, or from any liability specifically imposed on the Servicer herein; and, provided further, that this provision shall not protect the Servicer against any liability that would otherwise be imposed by reason of the willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of the obligations or duties hereunder. The Servicer and any director, officer, employee or agent of the Servicer may rely on any document of any kind which it in good faith reasonably believes to be genuine and to have been adopted or signed by the proper authorities respecting any matters arising hereunder. Subject to the terms of Subsection 12.01, the Servicer shall have no obligation to appear with respect to, prosecute or defend any legal action which is not incidental to the Servicer’s duty to service the Mortgage Loans in accordance with this Agreement.

Subsection 12.04 Seller and Servicer Not to Resign.

Neither the Seller nor the Servicer shall assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Servicer or the Seller, as the case may be, and the Purchaser or upon the determination that the Servicer’s duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Servicer. Any such determination permitting the unilateral resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser, which Opinion of Counsel shall be in form and substance acceptable to the Purchaser. No such resignation or assignment shall become effective until a successor has assumed the Servicer’s responsibilities and obligations hereunder in accordance with Subsection 14.02.

SECTION 13.    Default.

Subsection 13.01 Events of Default.

In case one or more of the following Events of Default by the Servicer shall occur and be continuing:

(a)any failure by the Servicer to remit to the Purchaser any payment required to be made under the terms of this Agreement which continues unremedied for a period of two (2) Business Days after the date upon which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Purchaser;

(b)failure by the Servicer to duly observe or perform, in any material respect, any other covenants, obligations or agreements of the Servicer as set forth in this Agreement which failure continues unremedied for a period of thirty (30) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Purchaser;

(c)a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, 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 Servicer and such decree or order shall have remained in force, undischarged or unstayed for a period of sixty (60) days;

(d)the Servicer shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Servicer or relating to all or substantially all of the Servicer’s property;

(e)the Servicer shall admit in writing its inability to pay its debts as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations;

(f)the Servicer shall cease to be qualified to do business under the laws of any state in which a Mortgaged Property is located, but only to the extent such qualification is necessary to ensure the enforceability of each Mortgage Loan and to perform the Servicer’s obligations under this Agreement; or

(g)the Servicer shall fail to meet the servicer eligibility qualifications of Fannie Mae or the Servicer shall fail to meet the servicer eligibility qualifications of Freddie Mac;

then, and in each and every such case, so long as an Event of Default shall not have been remedied, the Purchaser, by notice in writing to the Servicer, may, in addition to whatever rights the Purchaser may have at law or equity to damages, including injunctive relief and specific performance, commence termination of all the rights and obligations of the Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof. Upon receipt by the Servicer of such written notice from the Purchaser stating that they intend to terminate the Servicer as a result of such Event of Default, all authority and power of the Servicer under this Agreement, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the successor appointed pursuant to Subsection 14.02. Upon written request from the Purchaser, the Servicer shall prepare, execute and deliver to a successor any and all documents and other instruments, place in such successor’s possession all Mortgage Files and do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, including, but not limited to, the transfer and endorsement or assignment of the Mortgage Loans and related documents to the successor at the Servicer’s sole expense. The Servicer agrees to cooperate with the Purchaser and such successor in effecting the termination of the Servicer’s responsibilities and rights hereunder, including, without limitation, the transfer to such successor for administration by it of all amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

Subsection 13.02 Waiver of Default.

The Purchaser may waive any default by the Servicer in the performance of its obligations hereunder and its consequences. Upon any waiver of a past default, such default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement. No such waiver shall extend to any subsequent or other default or impair any right consequent thereto except to the extent expressly so waived.

SECTION 14.    Termination.

Subsection 14.01 Termination.

The respective obligations and responsibilities of the Servicer, as servicer, shall terminate upon (a) the distribution to the Purchaser of the final payment or liquidation with respect to the last Mortgage Loan (or advances of same by the Servicer) or (b) the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure with respect to the last Mortgage Loan and the remittance of all funds due hereunder. Upon written request from the Purchaser in connection with any such termination, the Servicer shall prepare, execute and deliver, any and all documents and other instruments, place in the Purchaser’s possession all Mortgage Files, and 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, at the Purchaser’s sole expense. The Servicer agrees to cooperate with the Purchaser and such successor in effecting the termination of the Servicer’s responsibilities and rights hereunder as servicer, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

Subsection 14.02 Successors to the Servicer.

Prior to the termination of the Servicer’s responsibilities and duties under this Agreement pursuant to Subsections 12.04, 13.01 or 14.01, the Purchaser shall, (a) succeed to and assume all of the Servicer’s responsibilities, rights, duties and obligations under this Agreement or (b) appoint a successor which shall succeed to all rights and assume all of the responsibilities, duties and liabilities of the Servicer under this Agreement upon such termination. In connection with such appointment and assumption, the Purchaser may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as it and such successor shall agree. In the event that the Servicer’s duties, responsibilities and liabilities under this Agreement shall be terminated pursuant to the aforementioned Subsections, the Servicer shall discharge such duties and responsibilities during the period from the date it acquires knowledge of such termination until the effective date thereof with the same degree of diligence and prudence which it is obligated to exercise under this Agreement, and shall take no action whatsoever that might impair or prejudice the rights or financial condition of its successor. The resignation or removal of the Servicer pursuant to the aforementioned Subsections shall not become effective until a successor shall be appointed pursuant to this Subsection and shall in no event relieve the Seller of the representations and warranties made pursuant to Subsections 7.01 and 7.02 and the remedies available to the Purchaser under Subsection 7.03, it being understood and agreed that the provisions of such Subsections 7.01 and 7.02 shall be applicable to the Seller notwithstanding any such resignation or termination of the Servicer, or the termination of this Agreement.

Any successor appointed as provided herein shall execute, acknowledge and deliver to the Servicer and to the Purchaser an instrument accepting such appointment, whereupon such successor shall become fully vested with all the rights, powers, duties, responsibilities, obligations and liabilities of the Servicer, with like effect as if originally named as a party to this Agreement. Any termination or resignation of the Servicer or this Agreement pursuant to Subsections 12.04, 13.01 or 14.01 shall not affect any claims that the Purchaser may have against the Servicer arising prior to any such termination or resignation.

The Servicer shall promptly deliver to the successor the funds in the Custodial Account and Escrow Account and all Mortgage Files and related documents and statements held by it hereunder and the Servicer shall account for all funds and shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitively vest in the successor all such rights, powers, duties, responsibilities, obligations and liabilities of the Servicer.

Upon a successor’s acceptance of appointment as such, the Servicer shall notify by mail the Purchaser of such appointment.

SECTION 15.    Notices.

All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if mailed, by registered or certified mail, return receipt requested, or, if by other means, when received by the other party at the address as follows:

(a)if to the Purchaser:

EMC Mortgage Corporation

Mac Arthur Ridge II

909 Hidden Ridge Drive, Suite 200

Irving, Texas 75038

Attention: Ms. Raylene Ruyle

(b)if to the Seller:

Bank of America, National Association

201 North Tryon Street

Charlotte, North Carolina 28255

Attention: Secondary Marketing Manager

(c)if to the Servicer:

Bank of America, National Association

475 Crosspoint Parkway

Getzville, New York 14068-9000

Attention: Servicing Manager

or such other address as may hereafter be furnished to the other party by like notice. Any such demand, notice or communication hereunder shall be deemed to have been received on the date delivered to or received at the premises of the addressee (as evidenced, in the case of registered or certified mail, by the date noted on the return receipt).

SECTION 16.    Severability Clause.

Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction. To the extent permitted by applicable law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof. If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is nearly as possible the same as the economic effect of this Agreement without regard to such invalidity.

SECTION 17.    No Partnership.

Nothing herein contained shall be deemed or construed to create a co-partnership or joint venture between the parties hereto and the services of the Servicer shall be rendered as an independent contractor and not as agent for the Purchaser.

SECTION 18.    Counterparts.

This Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original, and all such counterparts shall constitute one and the same instrument.

SECTION 19.    Governing Law.

EXCEPT TO THE EXTENT PREEMPTED BY FEDERAL LAW, THE AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO THE CONFLICTS OF LAWS PROVISIONS OF NEW YORK OR ANY OTHER JURISDICTION.

SECTION 20.    Intention of the Parties.

It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

It is not the intention of the parties that such conveyances be deemed a pledge thereof. However, in the event that, notwithstanding the intent of the parties, such assets are held to be the property of the Seller or if for any other reason this Agreement is held or deemed to create a security interest in either such assets, then (a) this Agreement shall be deemed to be a security agreement within the meaning of the Uniform Commercial Code of the State of New York and (b) the conveyances provided for in this Agreement shall be deemed to be an assignment and a grant by the Seller to the Purchaser of a security interest in all of the assets transferred, whether now owned or hereafter acquired.

SECTION 21.    Waivers.

No term or provision of this Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

SECTION 22.    Exhibits.

The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

SECTION 23.    General Interpretive Principles.

For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

(a)the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

(b)accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally accepted accounting principles;

(c)references herein to “Articles,” “Sections,” “Subsections,” “Paragraphs” and other subdivisions without reference to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

(d)reference to a Subsection without further reference to a Section is a reference to such Subsection as contained in the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

(e)the words “herein,” “hereof,” “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular provision; and

(f)the term “include” or “including” shall mean without limitation by reason of enumeration.

SECTION 24.    Reproduction of Documents.

This Agreement and all documents relating thereto, including, without limitation (a) consents, waivers and modifications which may hereafter be executed, (b) documents received by any party at the closing and (c) financial statements, certificates and other information previously or hereafter furnished, may be reproduced by any photographic, photostatic, microfilm, micro-card, miniature photographic or other similar process. The parties hereto agree that any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding, whether or not the original is in existence and whether or not such reproduction was made by a party hereto in the regular course of business, and that any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

SECTION 25.    Amendment.

This Agreement may be amended from time to time by the Purchaser, the Seller and the Servicer by written agreement signed by the parties hereto.

SECTION 26.    Confidentiality.

Each of the Purchaser, the Seller and the Servicer shall employ proper procedures and standards designed to maintain the confidential nature of the terms of this Agreement, except to the extent (a) the disclosure of which is reasonably believed by such party to be required in connection with regulatory requirements or other legal requirements relating to its affairs; (b) disclosed to any one or more of such party’s employees, officers, directors, agents, attorneys or accountants who would have access to the contents of this Agreement and such data and information in the normal course of the performance of such person’s duties for such party, to the extent such party has procedures in effect to inform such person of the confidential nature thereof; (c) that is disclosed in a prospectus, prospectus supplement or private placement memorandum relating to a Securitization of the Mortgage Loans by the Purchaser (or an affiliate assignee thereof) or to any person in connection with the resale or proposed resale of all or a portion of the Mortgage Loans by such party in accordance with the terms of this Agreement; and (d) that is reasonably believed by such party to be necessary for the enforcement of such party’s rights under this Agreement.

SECTION 27.    Entire Agreement.

This Agreement constitutes the entire agreement and understanding relating to the subject matter hereof between the parties hereto and any prior oral or written agreements between them shall be deemed to have merged herewith.

SECTION 28.    Further Agreements; Securitization.

The Seller, the Servicer and the Purchaser each agree to execute and deliver to the other such reasonable and appropriate additional documents, instruments or agreements as may be necessary or appropriate to effectuate the purposes of this Agreement.

The Seller and the Servicer each agree to enter into additional documents, instruments or agreements as may be necessary to effect one or more Securitizations of the Mortgage Loans. The parties also agree that the provisions of this Agreement may be altered in a manner reasonably acceptable to the Servicer if necessary to effect a Securitization (including, but not limited to, any changes required (i) to satisfy Rating Agency requirements or (ii) to qualify for treatment as one or more real estate mortgage investment conduits). All reasonable out of pocket costs actually incurred by the Seller and the Servicer, including reasonable attorney’s fees and accountant’s fees (such attorney’s and accountant’s fees not to exceed $20,000), in connection with performing its obligations under this Section 28 with respect to a Securitization shall be reimbursed by the Purchaser upon demand therefor.

SECTION 29.    Successors and Assigns.

This Agreement shall bind and inure to the benefit of and be enforceable by the initial Purchaser, the Seller and the Servicer, and the respective successors and assigns of the Purchaser, the Seller and the Servicer. The initial Purchaser and any subsequent purchasers may assign this Agreement to any Person to whom any Mortgage Loan is transferred pursuant to a sale or financing upon prior written notice to the Servicer in accordance with the following paragraph; provided, however, that the Servicer shall not be required to service the Mortgage Loans for more than three (3) Persons for assignees of EMC Mortgage Corporation or its respective affiliates at any time and shall not recognize any assignment of this Agreement to the extent that following such assignment more than such number of Persons would be purchasers hereunder. As used herein, the trust formed in connection with a Securitization shall be deemed to constitute a single “Person.” Upon any such assignment and written notice thereof to the Servicer, the Person to whom such assignment is made shall succeed to all rights and obligations of the Purchaser under this Agreement to the extent of the related Mortgage Loan or Mortgage Loans and this Agreement, to the extent of the related Mortgage Loan or Mortgage Loans, shall be deemed to be a separate and distinct agreement between the Servicer and such purchaser, and a separate and distinct agreement between the Servicer and each other purchaser to the extent of the other related Mortgage Loan or Mortgage Loans.

At least five (5) Business Days prior to the end of the month preceding the date upon which the first remittance is to be made to an assignee of the Purchaser, the Purchaser shall provide to the Servicer written notice of any assignment setting forth: (a) the Servicer’s applicable Mortgage Loan identifying number for each of the Mortgage Loans affected by such assignment; (b) the aggregate scheduled transfer balance of such Mortgage Loans; and (c) the full name, address and wiring instructions of the assignee and the name and telephone number of an individual representative for such assignee, to whom the Servicer should: (i) send remittances; (ii) send any notices required by or provided for in this Agreement; and (iii) deliver any legal documents relating to the Mortgage Loans (including, but not limited to, contents of any Mortgage File obtained after the effective date of any assignment).

If the Purchaser has not provided the notice of assignment required by this Section 29, the Servicer shall not be required to treat any other Person as a “Purchaser” hereunder and may continue to treat the Purchaser which purports to assign the Agreement as the “Purchaser” for all purposes of this Agreement.

SECTION 30.    Non-Solicitation.

From and after the Closing Date, the Seller, the Servicer and any of their respective affiliates hereby agrees that it will not take any action or permit or cause any action to be taken by any of its agents or affiliates, or by any independent contractors on its behalf, to personally, by telephone or mail, solicit a Mortgagor under any Mortgage Loan for the purpose of refinancing a Mortgage Loan, in whole or in part, without the prior written consent of the Purchaser. It is understood and agreed that all rights and benefits relating to the solicitation of any Mortgagors and the attendant rights, title and interest in and to the list of such Mortgagors and data relating to their Mortgages (including insurance renewal dates) shall be transferred to the Purchaser pursuant hereto on the Closing Date and none of the Seller, the Servicer or any of their respective affiliates shall take any action to undermine these rights and benefits.

Notwithstanding the foregoing, it is understood and agreed that the Seller, the Servicer or any of their respective affiliates:

(a)may advertise its availability for handling refinancings of mortgages in its portfolio, including the promotion of terms it has available for such refinancings, through the sending of letters or promotional material, so long as it does not specifically target Mortgagors and so long as such promotional material either is sent to the mortgagors for all of the mortgages in the A-quality servicing portfolio of the Seller, the Servicer and any of their affiliates (those it owns as well as those serviced for others) or sent to all of the mortgagors who have specific types of mortgages (such as FHA, VA, conventional fixed-rate or conventional adjustable-rate, or sent to those mortgagors whose mortgages fall within specific interest rate ranges;

(b)may provide pay-off information and otherwise cooperate with individual mortgagors who contact it about prepaying their mortgages by advising them of refinancing terms and streamlined origination arrangements that are available; and

(c)may offer to refinance a Mortgage Loan made within thirty (30) days following receipt by it of a pay-off request from the related Mortgagor.

Promotions undertaken by the Seller or the Servicer or by any affiliate of the Seller or the Servicer which are directed to the general public at large (including, without limitation, mass mailing based on commercially acquired mailing lists, newspaper, radio and television advertisements), shall not constitute solicitation under this Section 30.

SECTION 31.    Protection of Consumer Information.

The Purchaser agrees that the Purchaser (i) shall comply with any applicable laws and regulations regarding the privacy and security of Consumer Information, (ii) shall not use Consumer Information in any manner inconsistent with any applicable laws and regulations regarding the privacy and security of Consumer Information, (iii) shall not disclose Consumer Information to third parties except at the specific written direction of the Seller or the Servicer, (iv) shall maintain adequate physical, technical and administrative safeguards to protect Consumer Information from unauthorized access and (v) shall immediately notify the Seller of any actual or suspected breach of the confidentiality of Consumer Information.

The Purchaser agrees that the Purchaser shall indemnify, defend and hold the Seller and the Servicer harmless from and against any loss, claim or liability the Seller or the Servicer may suffer by reason of the Purchaser’s failure to perform the obligations set forth in this Section 31.

[SIGNATURES ON FOLLOWING PAGE]

IN WITNESS WHEREOF, the Purchaser, the Seller and the Servicer have caused their names to be signed hereto by their respective officers thereunto duly authorized on the date first above written.

EMC MORTGAGE CORPORATION,

as Purchaser

By:_______________________________________

Name:_______________________________________

Title:_______________________________________

BANK OF AMERICA, NATIONAL ASSOCIATION,

as Seller and as Servicer

By:_______________________________________

Name:_______________________________________

Title:_______________________________________

[Signature page to Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement, dated as of April 1, 2005]

EXHIBIT 1

MORTGAGE LOAN DOCUMENTS

With respect to each Mortgage Loan, the Mortgage Loan Documents shall consist of the following:

(a)the original Mortgage Note bearing all intervening endorsements, endorsed in blank and signed in the name of the Seller by an officer thereof, together with any applicable original BPP Addendum, or, if the original Mortgage Note has been lost or destroyed, a lost note affidavit substantially in the form of Exhibit 4 hereto;

(b)the original Assignment of Mortgage with assignee’s name left blank;

(c)the original of any guarantee executed in connection with the Mortgage Note;

(d)the original Mortgage with evidence of recording thereon, or if any such mortgage has not been returned from the applicable recording office or has been lost, or if such public recording office retains the original recorded mortgage, a photocopy of such mortgage certified by the Seller to be a true and complete copy of the original recorded mortgage;

(e)the originals of all assumption, modification, consolidation or extension agreements, if any, with evidence of recording thereon;

(f)the originals of all intervening assignments of mortgage with evidence of recording thereon, or if any such intervening assignment of mortgage has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded assignments of mortgage, a photocopy of such intervening assignment of mortgage, certified by the Seller to be a true and complete copy of the original recorded intervening assignment of mortgage;

(g)(i) the original mortgagee title insurance policy including an Environmental Protection Agency Endorsement and, with respect to any Adjustable Rate Mortgage Loan, an adjustable-rate endorsement, (ii) with respect to certain Refinanced Mortgage Loans, a title search report or other evidence of title [or (iii) in the case of any jurisdiction where title insurance polices are generally not available, an opinion of counsel of the type customarily rendered in such jurisdictions in lieu of title insurance];

(h)the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage; and

(i)a copy of any applicable power of attorney.

EXHIBIT 2

CONTENTS OF EACH MORTGAGE FILE

With respect to each Mortgage Loan, the Mortgage File shall include each of the following items, unless otherwise disclosed to the Purchaser on the data tape, which shall be available for inspection by the Purchaser and which shall be retained by the Servicer or delivered to the Purchaser:

(a)Copies of the Mortgage Loan Documents.

(b)Residential loan application.

(c)Mortgage Loan closing statement.

(d)Verification of employment and income, if required.

(e)Verification of acceptable evidence of source and amount of down payment.

(f)Credit report on Mortgagor, in a form acceptable to either Fannie Mae or Freddie Mac.

(g)Residential appraisal report.

(h)Photograph of the Mortgaged Property.

(i)Survey of the Mortgaged Property, unless a survey is not required by the title insurer.

(j)Copy of each instrument necessary to complete identification of any exception set forth in the exception schedule in the title policy, i.e., map or plat, restrictions, easements, home owner association declarations, etc.

(k)Copies of all required disclosure statements.

(l)If applicable, termite report, structural engineer’s report, water potability and septic certification.

(m)Sales Contract, if applicable.

(n)The Primary Mortgage Insurance policy or certificate of insurance or electronic notation of the existence of such policy, where required pursuant to the Agreement.

(o)Evidence of electronic notation of the hazard insurance policy, and, if required by law, evidence of the flood insurance policy.

EXHIBIT 3

UNDERWRITING GUIDELINES

[ON FILE WITH THE PURCHASER]

EXHIBIT 4

FORM OF LOST NOTE AFFIDAVIT

________________________________________, being first duly sworn upon oath deposes and states:

That he/she is authorized by Bank of America, National Association (“B of A”) to execute this Lost Note Affidavit on behalf of B of A. Notwithstanding anything contained herein, he/she shall have no personal liability pursuant to this Lost Note Affidavit.

That the note dated ______________, executed by _______________ in the original principal sum of $____________, payable to the order of __________________ and secured by a mortgage (or deed of trust or other instrument creating a lien securing the Note (as defined below)) of even date on premises commonly known as ________________________________ ____________________________, a copy of which is attached hereto as Exhibit A (the “Note”) was lost and /or destroyed and the affiant herein has no knowledge of the location or whereabouts of said Note and said Note has not been paid, satisfied, transferred, assigned, pledged, or hypothecated in any way.

NOW THEREFORE, for and in consideration of _______________and its successors and/or assigns, accepting a certified copy of the Note identified on Exhibit “A” in lieu of the original Note, B of A does hereby agree to defend, indemnify and hold harmless __________ _______________ its respective transferees, and their respective assigns (the “Indemnified”) from and against any and all loss or damage, together with all reasonable costs, charges and expenses (whether or not a lawsuit is filed) (collectively, the “Loss”) incurred as a result of the inability to enforce the Note in accordance with its terms due to the lack of an original Note or incurred by reason of any claim, demand, suit, cause of action or proceeding by a third party arising out of the Indemnified’s inability to enforce the Note according to its terms or the inability to receive any related insurance proceeds due to the lack of an original Note by a third party. B of A shall pay any such Loss upon demand provided that B of A is notified of any such Loss in writing, after __________ or transferee becomes aware of same, at the following address: Bank of America, 201 North Tryon Street, 5th Floor, Charlotte, North Carolina 28255; Attention: Secondary Marketing Manager; with copy to _______________________; Attention: ________________. B of A does hereby further agree that should the original Note ever be found by it, it will promptly notify _________________ or its respective transferees, or their respective assigns, as applicable, and upon receipt by B of A of the original Note, will endorse to _______________ or its designee or transferee, as applicable, without recourse, such original Note and promptly forward said Note to_______________ or its designee or transferee, as applicable. Upon receipt to the original Note by __________________ this indemnification agreement shall become null and void as to any loss accruing subsequent to _____________ ___________’s receipt of such original Note, however, B of A shall remain liable as to any loss accruing on or prior to __________________’s receipt of such original Note.

Executed this _______day of _________________, 200__.

BANK OF AMERICA, NATIONAL ASSOCIATION

By:___________________________________

Witness: ______________________________

Subscribed and sworn to before me this _______ day of_________________, 200__.

___________________________________

Notary Public

EXHIBIT 5

FORM OF MONTHLY REMITTANCE REPORT

EXHIBIT 6

FORM OF TERM SHEET

CLOSING DATE: _______________________

This Term Sheet (this “Term Sheet”), dated as of _______ (the “Closing Date”), confirms the sale by Bank of America, National Association (the “Seller”) to EMC Mortgage Corporation (the “Purchaser”), and the purchase by the Purchaser from the Seller, of the first lien residential mortgage loans on a servicing retained basis described on the Mortgage Loan Schedule attached as Schedule I hereto (the “Mortgage Loans”), pursuant to the terms of the Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement (the “Flow Sale and Servicing Agreement”), dated as of April 1, 2005, by and between the Purchaser and the Seller. Capitalized terms that are used herein but are not defined herein shall have the respective meanings set forth in the Flow Sale and Servicing Agreement.

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Seller does hereby bargain, sell, convey, assign and transfer to Purchaser without recourse, except as provided in the Flow Sale and Servicing Agreement, and on a servicing retained basis, all right, title and interest of the Seller in and to each of the Mortgage Loans, together with all documents maintained as part of the related Mortgage Files, all Mortgaged Properties which secure any Mortgage Loan but are acquired by foreclosure, deed in lieu of foreclosure after the Cut-off Date or otherwise, all payments of principal and interest received on the Mortgage Loans after the Cut-off Date, all other unscheduled collections collected in respect of the Mortgage Loans after the Cut-off Date, and all proceeds of the foregoing, subject, however, to the rights of the Seller under the Flow Sale and Servicing Agreement.

The Seller has delivered to the Purchaser or its designee prior to the date hereof the documents with respect to each Mortgage Loan required to be delivered under the Flow Sale and Servicing Agreement.

For purposes of the Mortgage Loans sold pursuant to this Term Sheet, certain terms shall be as set forth below:

Cut-off Date Principal Balance:	$_______________________
Closing Date:	_______________________
Cut-off Date:	_______________________
Purchase Price Percentage:	________%
Servicing Fee Rate:	________%

[Signatures On Following Page]

IN WITNESS WHEREOF, the parties hereto, by the hands of their duly authorized officers, execute this Term Sheet as of the Closing Date referred to above.

EMC MORTGAGE CORPORATION as Purchaser	BANK OF AMERICA, NATIONAL ASSOCIATION as Seller
By: _________________________________	By: __________________________________
Name: _______________________________	Name: ________________________________
Its: __________________________________	Its: ___________________________________
By: __________________________________
Name: ________________________________
Its: ___________________________________

EXHIBIT 7

FORM OF CERTIFICATION TO BE PROVIDED BY THE SERVICER

I, [identify the certifying individual], certify to _______________, and its officers, directors, agents and affiliates, and with the knowledge and intent that they will rely upon this certification, that:

1.Based on my knowledge, the information in the Annual Statement of Compliance, the Annual Independent Public Accountant’s Servicing Report and all servicing reports, officer’s certificates and other information relating to the servicing of the Mortgage Loans submitted by the Servicer to the Master Servicer taken as a whole (and as amended or corrected in writing to the Master Servicer), does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the date of this certification;

2.The servicing information required to be provided to the Master Servicer by the Servicer under the Servicing Agreement has been provided to the Master Servicer;

3.I am responsible for reviewing the activities performed by the Servicer under the Servicing Agreement and based upon the review required by the Servicing Agreement, and except as disclosed in the Annual Statement of Compliance or the Annual independent Public Accountant’s Servicing Report, the Servicer has, for the period covered by the Form 10-K fulfilled its obligation under the Servicing Agreement; and

4.The Servicer has disclosed to the Servicer’s Certified Public Accountants all significant deficiencies relating to the Servicer’s compliance with the minimum servicing standards in accordance with a review conducted in compliance with the Uniform Single Attestation Program for Mortgage Bankers of similar standard as set forth in the Servicing Agreement.

Capitalized terms used but not defined herein have the meanings ascribed to them in the Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement, dated as of April 1, 2005 (the “Servicing Agreement”), between Bank of America, National Association and EMC Mortgage Corporation.

BANK OF AMERICA, NATIONAL ASSOCIATION

By:_______________________________

Name:_____________________________

Title:______________________________

Date:______________________________

Execution Copy

REGULATION AB COMPLIANCE ADDENDUM

TO

AMENDED AND RESTATED FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT

(Servicing-retained)

This Regulation AB Compliance Addendum (this “Reg AB Addendum”), dated as of December 21, 2005, by and between EMC Mortgage Corporation (the “Purchaser”) and Bank of America, National Association (the “Company”), to that certain Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement, dated as of April 1, 2005, by and between the Company and the Purchaser (as amended, modified or supplemented, the “Agreement”).

WITNESSETH

WHEREAS, the Company and the Purchaser have agreed to adopt an addendum to the Agreement to reflect the intention of the parties to comply with Regulation AB.

NOW, THEREFORE, in consideration of the mutual promises and mutual obligations set forth herein, the Company and the Purchaser hereby agree as follows:

ARTICLE I

DEFINED TERMS

Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement. The following terms shall have the meanings set forth below, unless the context clearly indicates otherwise:

Commission: The United States Securities and Exchange Commission.

Company Information: As defined in Section 2.07(a).

Depositor: With respect to any Securitization Transaction, the Person identified in writing to the Company by the Purchaser as depositor for such Securitization Transaction.

Exchange Act: The Securities Exchange Act of 1934, as amended.

Master Servicer: With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction documents.

Qualified Correspondent: Any Person from which the Company purchased Mortgage Loans, provided that the following conditions are satisfied: (i) such Mortgage Loans were originated pursuant to an agreement between the Company and such Person that contemplated that such Person would underwrite mortgage loans from time to time, for sale to the Company, in accordance with underwriting guidelines designated by the Company (“Designated Guidelines”) or guidelines that do not vary materially from such Designated Guidelines; (ii) such Mortgage Loans were in fact underwritten as described in clause (i) above and were acquired by the Company within 180 days after origination; (iii) either (x) the Designated Guidelines were, at the time such Mortgage Loans were originated, used by the Company in origination of mortgage loans of the same type as the Mortgage Loans for the Company’s own account or (y) the Designated Guidelines were, at the time such Mortgage Loans were underwritten, designated by the Company on a consistent basis for use by lenders in originating mortgage loans to be purchased by the Company; and (iv) the Company employed, at the time such Mortgage Loans were acquired by the Company, pre-purchase or post-purchase quality assurance procedures (which may involve, among other things, review of a sample of mortgage loans purchased during a particular time period or through particular channels) designed to ensure that Persons from which it purchased mortgage loans properly applied the underwriting criteria designated by the Company.

Regulation AB: Subpart 229.1100 - Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Securities Act: The Securities Act of 1933, as amended.

Securitization Transaction: Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Purchaser to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Servicer: As defined in Section 2.03(c).

Servicing Criteria: As of any date of determination, the“servicing criteria” set forth in Item 1122(d) of Regulation AB, or any amendments thereto, a summary of the requirements of which as of the date hereof is attached hereto as Exhibit F for convenience of reference only. In the event of a conflict or inconsistency between the terms of Exhibit F and the text of Item 1122(d) of Regulation AB, the text of Item 1122(d) of Regulation AB shall control (or those Servicing Criteria otherwise mutually agreed to by the Purchaser, the Company and any Person that will be responsible for signing any Sarbanes Certification with respect to a Securitization Transaction in response to evolving interpretations of Regulation AB and incorporated into a revised Exhibit F).

Sponsor: With respect to any Securitization Transaction, the Person identified in writing to the Company by the Purchaser as sponsor for such Securitization Transaction.

Static Pool Information: Static pool information as described in Item 1l05(a)(l)-(3) and 1105(c) of Regulation AB.

Subcontractor: Any vendor, subcontractor or other Person that is not responsible for the overall servicing (as “servicing” is commonly understood by participants in the mortgage-backed securities market) of Mortgage Loans but performs one or more discrete functions identified in Item l122(d) of Regulation AB with respect to Mortgage Loans under the direction or authority of the Company or a Subservicer.

Subservicer: Any Person that services Mortgage Loans on behalf of the Company or any Subservicer and is responsible for the performance (whether directly or through Subservicers or Subcontractors) of a substantial portion of the material servicing functions identified in Item 1122(d) of Regulation AB that are required to be performed by the Company under this Agreement or any Reconstitution Agreement.

Third-Party Originator: Each Person, other than a Qualified Correspondent, that originated Mortgage Loans acquired by the Company.

Whole Loan Transfer: Any sale or transfer by the Purchaser of some or all of the Mortgage Loans, other than a Securitization Transaction.

ARTICLE II

COMPLIANCE WITH REGULATION AB

Section 2.01.Intent of the Parties; Reasonableness.

The Purchaser and the Company acknowledge and agree that the purpose of Article II of this Reg AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Reg AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate with the Purchaser to deliver to the Purchaser (including any of its assignees or designees) and any Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser or any Depositor to be necessary in order to effect such compliance.

The Purchaser and the Company also acknowledge and agree that Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Reg AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction. The Purchaser and the Company also acknowledge and agree that this Reg AB Addendum is intended to supplement the terms of the Agreement and, to the extent inconsistent, the rights and obligations under the Agreement shall continue to apply with respect to any Reconstitution (as defined in the Agreement) that is not covered by the definition of “Securitization Transfer” in this Reg AB Addendum; provided, however, that the requirement to provide an accountants’ report pursuant to Section 11.21 of the Agreement shall be deemed satisfied with respect to any Reconstitution that occurs prior to, on or following the date hereof by providing an accountants’ attestation that satisfies the requirements of Section 2.05(a)(ii) of this Reg AB Addendum.

For purposes of this Reg AB Addendum, the term “Purchaser” shall refer to EMC Mortgage Corporation and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail.

Section 2.02.Additional Representations and Warranties of the Company.

(a)The Company shall be deemed to represent to the Purchaser, to any Master Servicer and to any Depositor, as of the date on which information is first provided to the Purchaser, any Master Servicer or any Depositor under Section 2.03 that, except as disclosed in writing to the Purchaser or such Depositor prior to such date: (i) the Company is not aware and has not received notice that any default, early amortization or other performance triggering event has occurred as to any other securitization due to any act or failure to act of the Company; (ii) the Company has not been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; (iii) no material noncompliance with the applicable Servicing Criteria with respect to other securitizations of residential mortgage loans involving the Company as servicer has been disclosed or reported by the Company; (iv) no material changes to the Company’s policies or procedures with respect to the servicing function it will perform under this Agreement and any Reconstitution Agreement for mortgage loans of a type similar to the Mortgage Loans have occurred during the three-year period immediately preceding the related Securitization Transaction; (v) there are no aspects of the Company’s financial condition that are reasonably expected to have a material adverse effect on the performance by the Company of its servicing obligations under this Agreement or any Reconstitution Agreement; (vi) there are no material legal or governmental proceedings pending (or known to be contemplated) against the Company, any Subservicer or any Third-Party Originator; and (vii) there are no affiliations, relationships or transactions relating to the Company, any Subservicer or any Third-Party Originator with respect to any Securitization Transaction and any party thereto identified in writing to the Company by the related Depositor of a type described in Item 1119 of Regulation AB.

(b)If so requested in writing by the Purchaser, any Master Servicer or any Depositor on any date following the date on which information is first provided to the Purchaser, any Master Servicer or any Depositor under Section 2.03, the Company shall use its reasonable best efforts to within five (5) Business Days, but in no event later than seven (7) Business Days, following such request, confirm in writing the accuracy of the representations and warranties set forth in paragraph (a) of this Section or, if any such representation and warranty is not accurate as of the date of such request, provide reasonably adequate disclosure of the pertinent facts, in writing, to the requesting party.

Section 2.03.Information to Be Provided by the Company.

In connection with any Securitization Transaction, the Company shall (i) within five (5) Business Days (but in no event later than seven (7) Business Days) following written request by the Purchaser, any Master Servicer or any Depositor, provide to the Purchaser and such Depositor (or, as applicable, cause each Third-Party Originator and each Subservicer to provide), in writing and in form and substance reasonably satisfactory to the Purchaser, such Master Servicer and such Depositor, the information and materials specified in paragraphs (a), (b), (c) and (f) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Company, provide to the Purchaser, any Master Servicer and any Depositor (in writing and in form and substance reasonably satisfactory to the Purchaser, such Master Servicer and such Depositor) the information specified in paragraph (d) of this Section.

(a)If so requested in writing by the Purchaser, any Master Servicer or any Depositor, the Company shall provide such information regarding (i) the Company, as originator of the Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), or (ii) each Third-Party Originator, and (iii) as applicable, each Subservicer, as is reasonably requested for the purpose of compliance with Items 1103(a)(l), 1105, 1110, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum (so long as required by Regulation AB):

(A)the originator’s form of organization;

(B)a description of the originator’s origination program and how long the originator has been engaged in originating residential mortgage loans, which description shall include a discussion of the originator’s experience in originating mortgage loans of a similar type as the Mortgage Loans; information regarding the size and composition of the originator’s origination portfolio; and information that may be material, in the good faith judgment of the Purchaser or any Depositor, to an analysis of the performance of the Mortgage Loans, including the originators’ credit-granting or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans and such other information as the Purchaser, any Master Servicer or any Depositor may reasonably request for the purpose of compliance with Item 1110(b)(2) of Regulation AB;

(C)a description of any legal or governmental proceedings pending (or known to be contemplated) against the Company, each Third-Party Originator and each Subservicer that would be material to securityholders; and

(D)a description of any affiliation or relationship between the Company, each Third-Party Originator, each Subservicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Company by the Purchaser or any Depositor in writing in advance of such Securitization Transaction:

(1)the sponsor;

(2)the depositor;

(3)the issuing entity;

(4)any servicer;

(5)any trustee;

(6)any originator;

(7)any significant obligor;

(8)any enhancement or support provider; and

(9)any other material transaction party.

(b)If so requested in writing by the Purchaser, any Master Servicer or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide) Static Pool Information solely with respect to mortgage loans (of a similar type as the Mortgage Loans, as reasonably identified by the Purchaser as provided below) (i) originated by the Company that were included in securitizations that closed during the five (5) years preceding the closing date of the related Securitization Transaction and for which Banc of America Mortgage Securities, Inc. was the depositor and/or (ii) each Third Party Originator. Such Static Pool Information shall be prepared by the Company (or Third-Party Originator) on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(3) of Regulation AB. To the extent that there is reasonably available to the Company (or Third-Party Originator) Static Pool Information with respect to more than one mortgage loan type, the Purchaser or any Depositor shall be entitled to specify whether some or all of such information shall be provided pursuant to this paragraph. The content of such Static Pool Information may be in the form customarily provided by the Company, and need not be customized for the Purchaser or any Depositor. Such Static Pool Information shall be presented in increments no less frequently than quarterly over the life of the related mortgage loans. The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference. The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Purchaser or the Depositor, as applicable.

Promptly following notice or discovery of a material error in Static Pool Information provided pursuant to the immediately preceding paragraph (including an omission to include therein information required to be provided pursuant to such paragraph) during the applicable offering period for the securities, the Company shall provide corrected Static Pool Information to the Purchaser or any Depositor, as applicable, in the same format in which Static Pool Information was previously provided to such party by the Company.

If so requested in writing by the Purchaser, any Master Servicer or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide), at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Reg AB Addendum), such statements and agreed-upon procedures letters of certified public accountants reasonably acceptable to the Purchaser, any Master Servicer or Depositor, as applicable, pertaining to Static Pool Information relating to prior securitized pools for securitizations closed on or after January 1, 2006, or , in the case of Static Pool Information with respect to a Third Party Originator’s originations or purchases, to calendar months commencing January 1, 2006, as the Purchaser or such Depositor shall reasonably request. Such statements and letters shall be addressed to and be for the benefit of such parties as the Purchaser, any Master Servicer or such Depositor shall designate, which may include, by way of example, any Sponsor, any Depositor and any broker dealer acting as underwriter, placement agent or initial purchaser with respect to a Securitization Transaction. Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Purchaser or such Depositor.

(c)If so requested in writing by the Purchaser, any Master Servicer or any Depositor with respect to any Securitization Transaction for which 20% or more of the pool assets (measured by cut-off date principal balance) are serviced by the Company and any Subservicer or as otherwise required by Item 1108 of Regulation AB, the Company shall provide such information regarding the Company, as servicer of the Mortgage Loans, and each Subservicer (each of the Company and each Subservicer, for purposes of this paragraph, a “Servicer”), as is reasonably requested for the purpose of compliance with Item 1108 of Regulation AB. Such information shall include, at a minimum (so long as required by Regulation AB):

(A)the Servicer’s form of organization;

(B)a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under the Agreement and any Reconstitution Agreements; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Purchaser, any Master Servicer or any Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation:

(1)whether the Servicer is aware of or has received notice that any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing by the Servicer during the three-year period immediately preceding the related Securitization Transaction;

(2)the extent of outsourcing the Servicer utilizes;

(3)whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the related Securitization Transaction;

(4)whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and

(5)such other information as the Purchaser, any Master Servicer or any Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) of Regulation AB;

(C)a description of any material changes during the three-year period immediately preceding the related Securitization Transaction to the Servicer’s policies or procedures with respect to the servicing function it will perform under the Agreement and any Reconstitution Agreements for mortgage loans of a type similar to the Mortgage Loans;

(D)information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Company of its servicing obligations under the Agreement or any Reconstitution Agreement;

(E)information regarding advances made by the Servicer on the Mortgage Loans and the Servicer’s overall servicing portfolio of residential mortgage loans for the three-year period immediately preceding the related Securitization Transaction, which may be limited to a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance;

(F)a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans;

(G)a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and

(H)information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience.

(d)If so requested in writing by the Purchaser, any Master Servicer or any Depositor for the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of asset-backed securities, the Company shall (or shall cause each Subservicer and Third-Party Originator to) (i) notify the Purchaser, any Master Servicer and any Depositor in writing of (A) any litigation or governmental proceedings pending against the Company, any Subservicer or any Third-Party Originator that would be material to securityholders, (B) any affiliations or relationships of a type that are described under Item 119 of Regulation AB and are material to securityholders that develop following the closing date of a Securitization Transaction between the Company, any Subservicer or any Third-Party Originator and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, but only to the extent that such affiliations or relationships do not include the Purchaser, Depositor or any of their respective affiliates as a party (to the extent the Purchaser has been notified by the Company of the name of any applicable Subservicer or Third-Party Originator), (C) any Event of Default under the terms of this Agreement or any Reconstitution Agreement, (D) any merger, consolidation or sale of substantially all of the assets of the Company, and (E) the Company’s entry into an agreement with a Subservicer to perform or assist in the performance of any of the Company’s obligations under this Agreement or any Reconstitution Agreement and (ii) provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships, and (ii) provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships.

All notification pursuant to this Section 2.03(d), other than those pursuant to Section 2.03(d)(i)(A), should be sent to:

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

With a copy to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

Notifications pursuant to Section 2.03(d)(i)(A) should be sent to:

EMC Mortgage Corporation

Two Mac Arthur Ridge

909 Hidden Ridge Drive, Suite 200

Irving, TX 75038

Attention: Associate General Counsel for Loan Administration

Facsimile: (972) 831-2555

With copies to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

(e)As a condition to the succession to the Company or any Subservicer as servicer or subservicer under the Agreement or any Reconstitution Agreement by any Person (i) into which the Company or such Subservicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Company or any Subservicer, the Company shall provide to the Purchaser, any Master Servicer and any Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Purchaser, any Master Servicer and any Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Purchaser, any Master Servicer and such Depositor, all information reasonably requested in writing by the Purchaser, any Master Servicer or any Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities.

(f)In addition to such information as the Company, as servicer, is obligated to provide pursuant to other provisions of this Agreement, not later than ten days prior to the deadline for the filing of any distribution report on Form 10-D in respect of any Securitization Transaction that includes any of the Mortgage Loans serviced by the Company or any Subservicer, the Company or such Subservicer, as applicable, shall, to the extent the Company or such Subservicer has knowledge, provide to the party responsible for filing such report (including, if applicable, the Master Servicer) notice of the occurrence of any of the following events along with all information, data, and materials related thereto as may be required to be included in the related distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below):

(i)any material modifications, extensions or waivers of pool asset terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB);

(ii)material breaches of pool asset representations or warranties or transaction covenants (Item 1121(a)(12) of Regulation AB); and

(iii)information regarding new asset-backed securities issuances backed by the same pool assets, any material pool asset changes (such as, additions, substitutions or repurchases), and any material changes in origination, underwriting or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB).

(g)Upon request, the Company shall provide to the Purchaser, any Master Servicer and any Depositor, evidence of the authorization of the person signing any certification or statement, copies or other evidence of Fidelity Bond Insurance and Errors and Omission Insurance policy, financial information and reports, and such other information related to the Company or any Subservicer or the Company or such Subservicer’s performance hereunder.

Section 2.04.Servicer Compliance Statement.

The Company shall use its reasonable best efforts to deliver to the Purchaser, any Master Servicer and any Depositor, on or before March 1 (but in any event no later than March 15) of each calendar year, commencing in 2007, a statement of compliance addressed to the Purchaser and such Depositor and signed by an authorized officer of the Company, to the effect that (i) a review of the Company’s activities during the immediately preceding calendar year (or applicable portion thereof) and of its performance under the Agreement and any applicable Reconstitution Agreement during such period has been made under such officer’s supervision, and (ii) to the best of such officers’ knowledge, based on such review, the Company has fulfilled all of its obligations under the Agreement and any applicable Reconstitution Agreement in all material respects throughout such calendar year (or applicable portion thereof) or, if there has been a failure to fulfill any such obligation in any material respect, specifically identifying each such failure known to such officer and the nature and the status thereof.

Section 2.05.Report on Assessment of Compliance and Attestation.

(a)The Company shall use its reasonable best efforts, on or before March 1 of each calendar year, commencing in 2007 (but in any event no later than March 15), to:

(i)deliver to the Purchaser, any Master Servicer and any Depositor a report regarding the Company’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Purchaser and such Depositor and signed by an authorized officer of the Company, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit B hereto delivered to the Purchaser concurrently with the execution of this Reg AB Addendum;

(ii)deliver to the Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm that attests to, and reports on, the assessment of compliance made by the Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;

(iii)cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and

(iv)deliver to the Purchaser, any Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit A.

The Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission.

(b)Each assessment of compliance provided by a Subservicer pursuant to Section 2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit B hereto delivered to the Purchaser concurrently with the execution of this Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Company pursuant to Section 2.06.

Section 2.06.Use of Subservicers and Subcontractors.

The Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Company as servicer under the Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (a) of this Section. The Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Company as servicer under the Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (b) of this Section.

(a)It shall not be necessary for the Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subservicer. The Company shall cause any Subservicer used by the Company (or by any Subservicer) for the benefit of the Purchaser and any Depositor to comply with the provisions of this Section and with Sections 2.02, 2.03(c) and (e), 2.04, 2.05 and 2.07 of this Reg AB Addendum to the same extent as if such Subservicer were the Company, and to provide the information required with respect to such Subservicer under Section 2.03( d) of this Reg AB Addendum. The Company shall be responsible for obtaining from each Subservicer and delivering to the Purchaser, any Master Servicer and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 2.05 as and when required to be delivered.

(b)It shall not be necessary for the Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Company shall promptly upon written request provide to the Purchaser, any Master Servicer and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance reasonably satisfactory to the Purchaser, any Master Servicer and such Depositor) of the role and function of each Subcontractor utilized by the Company or any Subservicer, specifying (i) the identity of each such Subcontractor that is “participating in the servicing function” within the meaning of Item 1122 of Regulation AB as determined by the Company and (ii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (i) of this paragraph.

As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Company shall cause any such Subcontractor used by the Company (or by any Subservicer) for the benefit of the Purchaser, any Master Servicer and any Depositor to comply with the provisions of Sections 2.05 and 2.07 of this Reg AB Addendum to the same extent as if such Subcontractor were the Company. The Company shall be responsible for obtaining from each Subcontractor and delivering to the Purchaser, any Master Servicer and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 2.05, in each case as and when required to be delivered.

Section 2.07.Indemnification; Remedies.

(a)The Company shall indemnify the Purchaser, each affiliate of the Purchaser, and each of the following parties participating in a Securitization Transaction: each Sponsor; each Person (including, but not limited to, any Master Servicer, if applicable) responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties or the Depositor (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees, agents and affiliates of each of the foregoing and of the Depositor (each, an “Indemnified Party”), and shall hold each of them harmless from and against any claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

(i)(A) any untrue statement of a material fact contained or alleged to be contained in any information, report, certification, data, accountants’ letter or other material in written or electronic form provided under this Article II by or on behalf of the Company, or provided under this Article II by or on behalf of any Subservicer, Subcontractor or Third-Party Originator (collectively, the “Company Information”), or (B) the omission or alleged omission to state in the Company Information a material fact required to be stated in the Company Information or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, by way of clarification,that clause (B) of this paragraph shall be construed solely by reference to the Company Information and not to any other information communicated in connection with a sale or purchase of securities, without regard to whether the Company Information or any portion thereof is presented together with or separately from such other information;

(ii)any breach by the Company of its obligations under this Section 2.07, including particularly any failure by the Company, any Subservicer, any Subcontractor or any Third-Party Originator to deliver any information, report, certification, accountants’ letter or other material when and as required under this Article II, including any failure by the Company to identify pursuant to Section 2.06(b) any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB;

(iii)any breach by the Company of a representation or warranty set forth in Section 2.02(a) or in a writing furnished pursuant to Section 2.02(b) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 2.02(b) to the extent made as of a date subsequent to such closing date; or

(iv)the negligence, bad faith or willful misconduct of the Company in connection with its performance under this Section 2.07.

If the indemnification provided for herein is unavailable or insufficient to hold harmless an Indemnified Party, the Company agrees that it shall contribute to the amount paid or payable by such Indemnified Party as a result of any claims, losses, damages or liabilities incurred by such Indemnified Party in such proportion as is appropriate to reflect the relative fault of such Indemnified Party on the one hand and the Company on the other.

This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

All Mortgage Loans not sold or transferred pursuant to a Reconstitution shall remain subject to, and serviced in accordance with the terms of, this Agreement and the related Term Sheet, and with respect thereto this Agreement and the related Term Sheet shall remain in full force and effect.

In the case of any failure of performance described in clause (a)(ii) of this Section, the Company shall promptly reimburse the Purchaser, any Depositor, as applicable, and each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for all costs reasonably incurred by each such party in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

(b)i)Any failure by the Company, any Subservicer, any Subcontractor or any Third-Party Originator to deliver any information, report, certification, accountants’ letter or other material when and as required under this Article II, or any breach by the Company of a representation or warranty set forth in Section 2.02(a) or in a writing furnished pursuant to Section 2.02(b) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 2.02(b) to the extent made as of a date subsequent to such closing date, shall, except as provided in clause (ii) of this paragraph, immediately and automatically, without notice or grace period, constitute an Event of Default with respect to the Company under the Agreement and any applicable Reconstitution Agreement, and shall entitle the Purchaser or Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company as servicer under the Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in this Agreement or any applicable Reconstitution Agreement to the contrary) of any compensation to the Company; provided that to the extent that any provision of the Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

(ii)Any failure by the Company, any Subservicer or any Subcontractor to deliver any information, report, certification or accountants’ letter when and as required under Section 2.04 or 2.05, including any failure by the Company to identify pursuant to Section 2.06(b) any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, which continues unremedied for ten calendar days after the date on which such information, report, certification or accountants’ letter was required to be delivered shall constitute an Event of Default with respect to the Company under the Agreement and any applicable Reconstitution Agreement, and shall entitle the Purchaser or Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company as servicer under the Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in this Agreement to the contrary) of any compensation to the Company; provided that to the extent that any provision of the Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

(iii)The Company shall promptly reimburse the Purchaser (or any designee of the Purchaser, such as a master servicer) and any Depositor, as applicable, for all reasonable expenses incurred by the Purchaser (or such designee) or such Depositor, as such are incurred, in connection with the termination of the Company as servicer and the transfer of servicing of the Mortgage Loans to a successor servicer. The provisions of this paragraph shall not limit whatever rights the Purchaser or any Depositor may have under other provisions of the Agreement and/or any applicable Reconstitution Agreement or otherwise, whether in equity or at law, such as an action for damages, specific performance or injunctive relief.

[signatures follow]

IN WITNESS WHEREOF, the Purchaser and the Company have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written.

EMC MORTGAGE CORPORATION,

as Purchaser

By:

Name:

Title:

BANK OF AMERICA, NATIONAL ASSOCIATION,

as Company

By:

Name:

Title:

[REGULATION AB COMPLIANCE ADDENDUM]

EXHIBIT A

FORM OF COMPANY CERTIFICATION

Re: The [ ] agreement dated as of [l, 200[ ] (the “Agreement”), among[IDENTIFY PARTIES]

I, ____________________________, the _______________________ of [NAME OF COMPANY] (the “Company”), certify to [the Purchaser], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:

I have reviewed the servicer compliance statement of the Company provided in accordance with Item 1123 of Regulation AB (the “Compliance Statement”), the report on assessment of the Company’s compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB (the “Servicing Criteria”), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB (the “Servicing Assessment”), the registered public accounting firm’s attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the “Attestation Report”), and all servicing reports, officer’s certificates and other information relating to the servicing of the Mortgage Loans by the Company during 200[ ] that were delivered by the Company to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (collectively, the “Company Servicing Information”);

Based on my knowledge, the Company Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading with respect to the period of time covered by the Company Servicing Information;

Based on my knowledge, all of the Company Servicing Information required to be provided by the Company under the Agreement has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

I am responsible for reviewing the activities performed by the Company as servicer under the Agreement, and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Company has fulfilled its obligations under the Agreement in all material respects; and

The Compliance Statement required to be delivered by the Company pursuant to this Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Company and by any Subservicer and Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer]. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports.

EXHIBIT B

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

The assessment of compliance to be delivered by [the Company] [Name of Subservicer] shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”;

Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
	General Servicing Considerations
	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.
1122(d)(1)(i)
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.	P
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.	P
	Cash Collection and Administration
1122(d)(2)(i)	Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.	P
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.	P
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.	P
1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.	P
1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.	P
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.	P
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.	P
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.	P
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.	P
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.	P
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	P
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.	P
1122(d)(4)(ii)	Mortgage loan and related documents are safeguarded as required by the transaction agreements	P
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	P
1122(d)(4)(iv)	Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.	P
1122(d)(4)(v)	The Servicer’s records regarding the mortgage loans agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.	P
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor’s mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.	P
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.	P
1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).	P
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.	P
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days specified in the transaction agreements.	P
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.	P
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.	P
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.	P
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.	P
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.

EXHIBIT H-4

SERVICING AGREEMENT

WELLS FARGO BANK, N.A.

EMC MORTGAGE CORPORATION

Purchaser

and

WELLS FARGO BANK, N.A.

Company

AMENDED AND RESTATED MASTER

SELLER'S WARRANTIES AND SERVICING AGREEMENT

Dated as of November 1, 2005

Fixed Rate and Adjustable Rate Mortgage Loans

EXECUTION COPY

October 28, 2004

TABLE OF CONTENTS

ARTICLE I

DEFINITIONS

ARTICLE II

CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES; BOOKS AND RECORDS; CUSTODIAL AGREEMENT; DELIVERY OF DOCUMENTS

ARTICLE III

REPRESENTATIONS AND WARRANTIES REMEDIES AND BREACH

ARTICLE IV

ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

ARTICLE V

PAYMENTS TO PURCHASER

ARTICLE VI

GENERAL SERVICING PROCEDURES

ARTICLE VII

COMPANY TO COOPERATE

ARTICLE VIII

THE COMPANY

ARTICLE IX

SECURITIZATION TRANSACTIONS; WHOLE LOAN TRANSFERS AND AGENCY TRANSFERS

ARTICLE X

DEFAULT

ARTICLE XI

TERMINATION

ARTICLE XII

MISCELLANEOUS PROVISIONS

EXHIBITS

Exhibit A	Form of Assignment and Conveyance
	Agreement
Exhibit B	Custodial Agreement
Exhibit C	Contents of Each Retained Mortgage File, Servicing File and Custodial Mortgage File
Exhibit D	Servicing Criteria
Exhibit E	Form of Sarbanes Certification
Exhibit F	Form of Sarbanes-Oxley Back-Up Certification
Exhibit G	Form of Assignment, Assumption and Recognition Agreement
Exhibit H	Electronic Data File

This is an Amended and Restated Master Seller's Warranties and Servicing Agreement for residential first mortgage loans, dated and effective as of November 1, 2005, and is executed between EMC Mortgage Corporation, as purchaser (the "Purchaser"), and Wells Fargo Bank, N.A., as seller and servicer (the "Company").

WITNE&#1 60;SSETH

WHEREAS, the Purchaser has agreed to purchase from the Company and the Company has agreed to sell to the Purchaser from time to time (each a “Transaction”) certain residential Mortgage Loans which shall be delivered as whole loans (each a “Loan Package”) on various dates (each a “Closing Date”) as provided for in certain Assignment and Conveyance Agreements by and between the Purchaser and the Company as executed from time to time; and

WHEREAS, each of the Mortgage Loans is secured by a mortgage, deed of trust or other security instrument creating a first lien on a residential dwelling located in the jurisdiction indicated on the related Mortgage Loan Schedule; and

WHEREAS, the Purchaser and the Company wish to prescribe the manner of purchase of the Mortgage Loans and the conveyance, servicing and control of the Mortgage Loans.

NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Purchaser and the Company agree as follows:

ARTICLE I

DEFINITIONS

Whenever used herein, the following words and phrases, unless the content otherwise requires, shall have the following meanings:

Accepted Servicing Practices: With respect to any Mortgage Loan, those mortgage servicing practices of prudent mortgage lending institutions which service mortgage loans of the same type as such Mortgage Loan in the jurisdiction where the related Mortgaged Property is located.

Adjustment Date: As to each adjustable rate Mortgage Loan, the date on which the Mortgage Interest Rate is adjusted in accordance with the terms of the related Mortgage Note and Mortgage.

Agency/Agencies: Fannie Mae, Freddie Mac or GNMA, or any of them as applicable.

Agency Transfer: Any sale or transfer of some or all of the Mortgage Loans by the Purchaser to an Agency which sale or transfer is not a Securitization Transaction or Whole Loan Transfer.

Agreement: This Amended and Restated Master Seller's Warranties and Servicing Agreement and all amendments hereof and supplements hereto.

ALTA: The American Land Title Association or any successor thereto.

Appraised Value: With respect to any Mortgage Loan, the lesser of (i) the value set forth on the appraisal made in connection with the origination of the related Mortgage Loan as the value of the related Mortgaged Property, or (ii) the purchase price paid for the Mortgaged Property, provided, however, in the case of a refinanced Mortgage Loan, such value shall be based solely on the appraisal made in connection with the origination of such Mortgage Loan.

Assignment and Conveyance Agreement:With respect to each Transaction, the agreement between the Purchaser and the Company conveying to the Purchaser all the right, title and interest of the Company in and to the related Mortgage Loans listed on the related Mortgage Loan Schedule, a form of which is attached hereto as Exhibit A.

Assignment of Mortgage: 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 the sale of the Mortgage to the Purchaser or if the related Mortgage has been recorded in the name of MERS or its designee, such actions as are necessary to cause the Purchaser to be shown as the owner of the related Mortgage on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS, including assignment of the MIN Number which will appear either on the Mortgage or the Assignment of Mortgage to MERS.

Assignment of Mortgage Note and Pledge Agreement: With respect to a Cooperative Loan, an assignment of the Mortgage Note and Pledge Agreement.

Assignment of Proprietary Lease: With respect to a Cooperative Loan, an assignment of the Proprietary Lease sufficient under the laws of the jurisdiction wherein the related Cooperative Apartment is located to effect the assignment of such Proprietary Lease.

Business Day: Any day other than (i) a Saturday or Sunday, or (ii) a day on which banking and savings and loan institutions in the states where the parties are located or are authorized or obligated by law or executive order to be closed.

Buydown Agreement: An agreement between the Company and a Mortgagor, or an agreement among the Company, a Mortgagor and a seller of a Mortgaged Property or a third party with respect to a Mortgage Loan which provides for the application of Buydown Funds.

Buydown Funds: In respect of any Buydown Mortgage Loan, any amount contributed by the seller of a Mortgaged Property subject to a Buydown Mortgage Loan, the buyer of such property, the Company or any other source, plus interest earned thereon, in order to enable the Mortgagor to reduce the payments required to be made from the Mortgagor’s funds in the early years of a Mortgage Loan.

Buydown Mortgage Loan: Any Mortgage Loan in respect of which, pursuant to a Buydown Agreement, (i) the Mortgagor pays less than the full Monthly Payments specified in the Mortgage Note for a specified period, and (ii) the difference between the payments required under such Buydown Agreement and the Mortgage Note is provided from Buydown Funds.

Buydown Period: The period of time when a Buydown Agreement is in effect with respect to a related Buydown Mortgage Loan.

Closing Date: The date or dates, set forth in the related Commitment Letter, on which from time to time the Purchaser shall purchase and the Company shall sell the Mortgage Loans listed on the related Mortgage Loan Schedule for each Transaction.

Code: The Internal Revenue Code of 1986, as it may be amended from time to time or any successor statute thereto, and applicable U.S. Department of the Treasury regulations issued pursuant thereto.

Commission: The United States Securities and Exchange Commission.

Commitment Letter: The commitment letter executed in relation to each Transaction that sets forth, among other things, the Purchase Price for the related Mortgage Loans.

Company: Wells Fargo Bank, N.A., or its successor in interest or assigns, or any successor to the Company under this Agreement appointed as herein provided.

Company Information: As defined in Section 9.01(f)(i)(A).

Condemnation Proceeds: All awards or settlements in respect of a Mortgaged Property, whether permanent or temporary, partial or entire, by exercise of the power of eminent domain or condemnation, to the extent not required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

Cooperative: The entity that holds title (fee or an acceptable leasehold estate) to all of the real property that the Project comprises, including the land, separate dwelling units and all common areas.

Cooperative Apartment: The specific dwelling unit relating to a Cooperative Loan.

Cooperative Lien Search: A search for (a) federal tax liens, mechanics’ liens, lis pendens, judgments of record or otherwise against (i) the Cooperative, (ii) the seller of the Cooperative Apartment and (iii) the Company if the Cooperative Loan is a refinanced Mortgage Loan, (b) filings of financing statements and (c) the deed of the Project into the Cooperative.

Cooperative Loan: A Mortgage Loan that is secured by Cooperative Shares and a Proprietary Lease granting exclusive rights to occupy the related Cooperative Apartment.

Cooperative Shares: The shares of stock issued by a Cooperative, owned by the Mortgagor, and allocated to a Cooperative Apartment.

Covered Loan: A Mortgage Loan categorized as “Covered” pursuant to the Standard & Poor’s Glossary for File Format for LEVELS® Version 5.6, Appendix E, as revised from time to time and in effect on each related Closing Date.

Custodial Account: The separate account or accounts created and maintained pursuant to Section 4.04.

Custodial Agreement: The agreement governing the retention of the originals of each Mortgage Note, Mortgage, Assignment of Mortgage and other Mortgage Loan Documents, a form of which is annexed hereto as Exhibit B.

Custodial Mortgage File: The items referred to as items (1), (2), (4), (5) and (10) in Exhibit C annexed hereto to be delivered by the Company to the Custodian on the related Closing Date with respect to a particular Mortgage Loan, and any additional documents required to be added to the Custodial Mortgage File and delivered to the custodian pursuant to this Agreement.

Custodian: The custodian under the Custodial Agreement, or its successor in interest or assigns, or any successor to the Custodian under the Custodial Agreement as provided therein.

Cut-off Date: With respect to each Transaction, the first day of the month in which the related Closing Date occurs.

Deleted Mortgage Loan: A Mortgage Loan which is repurchased by the Company in accordance with the terms of this Agreement and which is, in the case of a substitution pursuant to Section 3.03, replaced or to be replaced with a Qualified Substitute Mortgage Loan.

Depositor: The depositor, as such term is defined in Regulation AB, with respect to any Securitization Transaction.

Determination Date: The Business Day immediately preceding the related Remittance Date.

Due Date: The first day of the month on which the Monthly Payment is due on a Mortgage Loan, exclusive of any days of grace.

Due Period: With respect to each Remittance Date, the period commencing on the second day of the month preceding the month of the Remittance Date and ending in the first day of the month of the Remittance Date.

Electronic Data File: The final electronic file of the Mortgage Loans, in relation to each Transaction, provided by Company to the Purchaser on or before the related Closing Date.

Errors and Omissions Insurance Policy: An errors and omissions insurance policy to be maintained by the Company pursuant to Section 4.12.

Escrow Account: The separate account or accounts created and maintained pursuant to Section 4.06.

Escrow Payments: With respect to any Mortgage Loan, the amounts constituting ground rents, taxes, assessments, water rates, sewer rents, municipal charges, mortgage insurance premiums, fire and hazard insurance premiums, condominium charges, and any other payments required to be escrowed by the Mortgagor with the mortgagee pursuant to the Mortgage or any other related document.

Event of Default: Any one of the conditions or circumstances enumerated in Section 10.01.

Exchange Act: The Securities Exchange Act of 1934, as amended.

Fannie Mae: The Federal National Mortgage Association or any successor thereto.

FDIC: The Federal Deposit Insurance Corporation, or any successor thereto.

Fidelity Bond: A fidelity bond to be maintained by the Company pursuant to Section 4.12.

Freddie Mac: The Federal Home Loan Mortgage Corporation or any successor thereto.

Gross Margin: With respect to each adjustable rate Mortgage Loan, the fixed percentage amount set forth in the related Mortgage Note which is added to the Index in order to determine the related Interest Rate, as set forth in the Mortgage Loan Schedule.

High Cost Loan: A Mortgage Loan classified as (a) a “high cost” loan under the Home Ownership and Equity Protection Act of 1994, (b) a “high cost home,” “threshold,” “covered,” “high risk home,” “predatory” or similar loan under any other applicable state, federal or local law or (c) a Mortgage Loan categorized as “High Cost” pursuant to the Standard & Poor’s Glossary for File Format for LEVELS® Version 5.6, Appendix E, as revised from time to time and in effect on each related Closing Date.

Home Loan: A Mortgage Loan categorized as “Home Loan” pursuant to the Standard & Poor’s Glossary for File Format for LEVELS® Version 5.6, Appendix E, as revised from time to time and in effect on each related Closing Date.

Incremental Interest: As to any Incremental Rate Mortgage Loan, the amount of interest accrued on such Mortgage Loan attributable to the Incremental Rate; provided, however, that with respect to any payment of interest received in respect of such a Mortgage Loan (whether paid by the Mortgagor or received as Liquidation Proceeds or otherwise) which is less than the full amount of interest then due with respect to such Mortgage Loan, only that portion of such payment of interest that bears the same relationship to the total amount of such payment of interest as the Incremental Rate, if any, in respect of such Mortgage Loan bears to the Mortgage Interest Rate shall be allocated to the Incremental Interest with respect thereto.

Incremental Rate: For an Incremental Rate Mortgage Loan, the per annum increase to the initial Mortgage Interest Rate set forth in the addendum to the related Mortgage Note, which increase takes effect upon the occurrence of certain specified conditions prior to the first Adjustment Date and remains in effect until the first Adjustment Date.

Incremental Rate Mortgage Loan: A Mortgage Loan for which the related Mortgage Note includes an addendum that allows for an increase to the initial Mortgage Interest Rate upon the occurrence of certain specified conditions.

Index: With respect to any adjustable rate Mortgage Loan, the index identified on the Mortgage Loan Schedule and set forth in the related Mortgage Note for the purpose of calculating the interest thereon.

Insurance Proceeds: With respect to each Mortgage Loan, proceeds of insurance policies insuring the Mortgage Loan or the related Mortgaged Property.

Interest Only Mortgage Loan: A Mortgage Loan for which an interest-only payment feature is allowed during the interest-only period set forth in the related Mortgage Note.

Lender Paid Mortgage Insurance Policy or LPMI Policy: A PMI Policy for which the Company pays all premiums from its own funds, without reimbursement therefor.

Liquidation Proceeds: Cash received in connection with the liquidation of a defaulted Mortgage Loan, whether through the sale or assignment of such Mortgage Loan, trustee's sale, foreclosure sale or otherwise, or the sale of the related Mortgaged Property if the Mortgaged Property is acquired in satisfaction of the Mortgage Loan.

Loan-to-Value Ratio or LTV: With respect to any Mortgage Loan, the ratio of the original loan amount of the Mortgage Loan at its origination (unless otherwise indicated) to the Appraised Value of the Mortgaged Property.

MERS: Mortgage Electronic Registration Systems, Inc., a Delaware corporation, or any successor in interest thereto.

MERS Mortgage Loan: Any Mortgage Loan registered with MERS on the MERS System

MERS System: The system of recording transfers of mortgages electronically maintained by MERS.

MIN: Mortgage Identification Number used to identify mortgage loans registered under MERS.

Monthly Advance: The portion of each Monthly Payment that is delinquent with respect to each Mortgage Loan at the close of business on the Determination Date, required to be advanced by the Company pursuant to Section 5.03 on the Business Day immediately preceding the Remittance Date of the related month.

Monthly Payment: The scheduled monthly payment of principal and interest on a Mortgage Loan or in the case of an Interest Only Mortgage Loan, payments of (i) interest, or (ii) principal and interest, if applicable, on a Mortgage Loan.

Mortgage: The mortgage, deed of trust or other instrument securing a Mortgage Note, which creates a first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note or the Pledge Agreement securing the Mortgage Note for a Cooperative Loan.

Mortgage Impairment Insurance Policy: A mortgage impairment or blanket hazard insurance policy as described in Section 4.11.

Mortgage Interest Rate: The annual rate of interest borne on a Mortgage Note in accordance with the provisions of the Mortgage Note.

Mortgage Loan: An individual mortgage loan which is the subject of this Agreement, each Mortgage Loan originally sold and subject to this Agreement being identified on the Mortgage Loan Schedule, which Mortgage Loan includes without limitation the Retained Mortgage File, the Custodial Mortgage File, the Monthly Payments, Principal Prepayments, Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds and all other rights, benefits, proceeds and obligations arising from or in connection with such Mortgage Loan.

Mortgage Loan Documents: With respect to a Mortgage Loan, the original related Mortgage Note with applicable addenda and riders, the original related Security Instrument and the originals of any required addenda and riders, the original related Assignment and any original intervening related Assignments, the original related title insurance policy and evidence of the related PMI Policy, if any.

Mortgage Loan Remittance Rate: With respect to each Mortgage Loan, the annual rate of interest remitted to the Purchaser, which shall be equal to the Mortgage Interest Rate minus the Servicing Fee Rate.

Mortgage Loan Schedule: With respect to each Transaction, a schedule of Mortgage Loans, which shall be attached to the related Assignment and Conveyance Agreement, setting forth the following information with respect to each Mortgage Loan: (1) the Company’s Mortgage Loan number; (2) the city state and zip code of the Mortgaged Property; (3) a code indicating whether the Mortgaged Property is a single family residence, two-family residence, three-family residence, four-family residence, a Cooperative Loan, planned unit development or condominium; (4) the current Mortgage Interest Rate; (5) the current net Mortgage Interest Rate; (6) the current Monthly Payment; (7) the Gross Margin; (8) the original term to maturity; (9) the scheduled maturity date; (10) the principal balance of the Mortgage Loan as of the related Cut-off Date after deduction of payments of principal due on or before the related Cut-off Date whether or not collected; (11) the Loan-to-Value; (12) the next Adjustment Date; (13) the lifetime Mortgage Interest Rate cap; (14) whether the Mortgage Loan is convertible or not; (15) a code indicating the mortgage guaranty insurance company; (16) a code indicating whether the Mortgage Loan contains pledged assets; (17) a code indicating whether the Mortgage Loan has balloon payments; (18) a code indicating whether the Mortgage Loan is an Interest Only Mortgage Loan; (16) a field indicating whether the Mortgage Loan is a Home Loan; and (17) the Servicing Fee.

Mortgage Note: The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

Mortgaged Property: The real property securing repayment of the debt evidenced by a Mortgage Note, or with respect to a Cooperative Loan, the Cooperative Apartment.

Mortgagor: The obligor on a Mortgage Note.

Officer's Certificate: A certificate signed by the Chairman of the Board or the Vice Chairman of the Board or the President or a Vice President or an Assistant Vice President and certified by the Treasurer or the Secretary or one of the Assistant Treasurers or Assistant Secretaries of the Company, and delivered to the Purchaser as required by this Agreement.

Opinion of Counsel: A written opinion of counsel, who may be an employee of the Company, reasonably acceptable to the Purchaser.

Periodic Interest Rate Cap: As to each adjustable rate Mortgage Loan, the maximum increase or decrease in the Mortgage Interest Rate on any Adjustment Date pursuant to the terms of the Mortgage Note.

Person: Any individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust, unincorporated organization, government or any agency or political subdivision thereof.

Pledge Agreement: With respect to a Cooperative Loan, the specific agreement creating a first lien on and pledge of the Cooperative Shares and the appurtenant Proprietary Lease.

Pledge Instruments: With respect to a Cooperative Loan, the Stock Power, the Assignment of the Proprietary Lease and the Assignment of the Mortgage Note and Pledge Agreement.

PMI Policy: A policy of primary mortgage guaranty insurance evidenced by an electronic form and certificate number issued by a Qualified Insurer, as required by this Agreement with respect to certain Mortgage Loans.

Prime Rate: The prime rate announced to be in effect from time to time, as published as the average rate in The Wall Street Journal.

Principal Prepayment: Any payment or other recovery of principal on a Mortgage Loan which is received in advance of its scheduled Due Date, including any prepayment penalty or premium thereon and which is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Principal Prepayment Period: The month preceding the month in which the related Remittance Date occurs.

Project: With respect to a Cooperative Loan, all real property owned by the related Cooperative including the land, separate dwelling units and all common areas.

Proprietary Lease: With respect to a Cooperative Loan, a lease on a Cooperative Apartment evidencing the possessory interest of the Mortgagor in such Cooperative Apartment.

Purchaser: EMC Mortgage Corporation, or its successor in interest or any successor to the Purchaser under this Agreement as herein provided.

Purchase Price: The purchase price for each Loan Package shall be as stated in the related Commitment Letter.

Qualified Correspondent: Any Person from which the Company purchased Mortgage Loans, provided that the following conditions are satisfied: (i) such Mortgage Loans were originated pursuant to an agreement between the Company and such Person that contemplated that such person would underwrite mortgage loans from time to time, for sale to the Company, in accordance with underwriting guidelines designated by the Company (“Designated Guidelines”) or guidelines that do not vary materially from such Designated Guidelines; (ii) such Mortgage Loans were in fact underwritten as described in clause (i) above and were acquired by the Company within 180 days after origination; (iii) either (x) the Designated Guidelines were, at the time such Mortgage Loans were originated, used by the Company in origination of mortgage loans of the same type as the Mortgage Loans for the Company’s own account or (y) the Designated Guidelines were, at the time such Mortgage Loans were underwritten, designated by the Company on a consistent basis for use by lenders in originating mortgage loans to be purchased by the Company; and (iv) the Company employed, at the time such Mortgage Loans were acquired by the Company, pre-purchased or post-purchased quality assurance procedures (which may involve, among other things, review of a sample or mortgage loans purchased during a particular time period or through particular channels) designed to ensure that Persons from which it purchased mortgage loans properly applied the underwriting criteria designated by the Company.

Qualified Depository: A deposit account or accounts maintained with a federal or state chartered depository institution the deposits in which are insured by the FDIC to the applicable limits and the short-term unsecured debt obligations of which (or, in the case of a depository institution that is a subsidiary of a holding company, the short-term unsecured debt obligations of such holding company) are rated A-1 by Standard & Poor’s Ratings Group or Prime-1 by Moody’s Investors Service, Inc. (or a comparable rating if another rating agency is specified by the Purchaser by written notice to the Company) at the time any deposits are held on deposit therein.

Qualified Insurer: A mortgage guaranty insurance company duly authorized and licensed where required by law to transact mortgage guaranty insurance business and approved as an insurer by Fannie Mae or Freddie Mac.

Qualified Substitute Mortgage Loan: A mortgage loan eligible to be substituted by the Company for a Deleted Mortgage Loan which must, on the date of such substitution, (i) have an outstanding principal balance, after deduction of all scheduled payments 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 principal balance), not in excess of the Stated Principal Balance of the Deleted Mortgage Loan; (ii) have a Mortgage Loan Remittance Rate not less than and not more than two percent (2%) greater than the Mortgage Loan Remittance Rate of the Deleted Mortgage Loan; (iii) have a remaining term to maturity not greater than and not more than one year less than that of the Deleted Mortgage Loan; (iv) be of the same type as the Deleted Mortgage Loan and (v) comply with each representation and warranty set forth in Sections 3.01 and 3.02.

Rating Agency/Agencies: Any nationally recognized statistical Rating Agency, or its successors, including Standard & Poor’s, a division of The McGraw-Hill Companies, Moody’s Investors Service, Inc. and Fitch Ratings.

Recognition Agreement: An agreement whereby a Cooperative and a lender with respect to a Cooperative Loan (i) acknowledge that such lender may make, or intends to make, such Cooperative Loan, and (ii) make certain agreements with respect to such Cooperative Loan.

Reconstitution: Any Securitization Transaction or Whole Loan Transfer.

Reconstitution Agreement: The agreement or agreements entered into by the Company and the Purchaser and/or certain third parties on the Reconstitution Date or Dates with respect to any or all of the Mortgage Loans serviced hereunder, in connection with a Whole Loan Transfer or Securitization Transaction.

Reconstitution Date: The date on which any or all of the Mortgage Loans serviced under this Agreement may be removed from this Agreement and reconstituted as part of a Securitization Transaction, Agency Transfer or Whole Loan Transfer pursuant to Section 9.01 hereof. The Reconstitution Date shall be such date as the Purchaser shall designate.

Regulation AB: Subpart 229.1100 - Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

REMIC: A "real estate mortgage investment conduit" within the meaning of Section 860D of the Code.

REMIC Provisions: Provisions of the federal income tax law relating to a REMIC, which appear at Section 860A through 860G of Subchapter M of Chapter 1, Subtitle A of the Code, and related provisions, regulations, rulings or pronouncements promulgated thereunder, as the foregoing may be in effect from time to time.

Remittance Date: The 18th day (or if such 18th day is not a Business Day, the first Business Day immediately following) of any month.

REO Disposition: The final sale by the Company of any REO Property.

REO Disposition Proceeds: All amounts received with respect to an REO Disposition pursuant to Section 4.16.

REO Property: A Mortgaged Property acquired by the Company on behalf of the Purchaser through foreclosure or by deed in lieu of foreclosure, as described in Section 4.16.

Repurchase Price: Unless agreed otherwise by the Purchaser and the Company, a price equal to (i) the Stated Principal Balance of the Mortgage Loan plus (ii) interest on such Stated Principal Balance at the Mortgage Loan Remittance Rate from the date on which interest has last been paid and distributed to the Purchaser through the last day of the month in which such repurchase takes place, less amounts received or advanced in respect of such repurchased Mortgage Loan which are being held in the Custodial Account for distribution in the month of repurchase.

Retained Mortgage File: The items referred to as items (3), (6), (7), (8) and (9) in Exhibit C annexed hereto with respect to a particular Mortgage Loan that are not required to be delivered to the Custodian pursuant to this Agreement, and any additional documents required to be added to the Retained Mortgage File pursuant to this Agreement.

Securities Act: The Securities Act of 1933, as amended.

Securitization Transaction: Any transaction involving either (a) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (b) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Servicer: As defined in Section 9.01(e)(iii).

Servicing Advances: All customary, reasonable and necessary "out of pocket" costs and expenses other than Monthly Advances (including reasonable attorney's fees and disbursements) incurred in the performance by the Company of its servicing obligations, including, but not limited to, the cost of (a) the preservation, restoration and protection of the Mortgaged Property, (b) any enforcement or judicial proceedings, including foreclosures, (c) the management and liquidation of any REO Property and (d) compliance with the obligations under Section 4.08 and 4.10 (excluding the Company’s obligations to pay the premiums on LPMI Policies).

Servicing Criteria: The “servicing criteria” set forth in Item 1122(d) of Regulation AB, as such may be amended from time to time.

Servicing Fee: With respect to each Mortgage Loan, the amount of the annual fee the Purchaser shall pay to the Company, which shall, for a period of one full month, be equal to one-twelfth of the product of (a) the Servicing Fee Rate and (b) the outstanding principal balance of such Mortgage Loan. Such fee shall be payable monthly, computed on the basis of the same principal amount and period respecting which any related interest payment on a Mortgage Loan is received. The obligation of the Purchaser to pay the Servicing Fee is limited to, and the Servicing Fee is payable solely from, the interest portion (including recoveries with respect to interest from Liquidation Proceeds, to the extent permitted by Section 4.05) of such Monthly Payment collected by the Company, or as otherwise provided under Section 4.05.

Servicing Fee Rate: The per annum percentage for each Mortgage Loan, as stated in the Commitment Letter.

Servicing File: With respect to each Mortgage Loan, the file retained by the Company consisting of originals of all documents in the Retained Mortgage File which are not delivered to the Custodian and copies of the Mortgage Loan Documents listed in the Custodial Agreement the originals of which are delivered to the Custodian pursuant to Section 2.03.

Servicing Officer: Any officer of the Company involved in or responsible for the administration and servicing of the Mortgage Loans whose name appears on a list of servicing officers furnished by the Company to the Purchaser upon request, as such list may from time to time be amended.

Stated Principal Balance: As to each Mortgage Loan, (i) the principal balance of the Mortgage Loan at the related Cut-off Date after giving effect to payments of principal due on or before such date, whether or not received, minus (ii) all amounts previously distributed to the Purchaser with respect to the related Mortgage Loan representing payments or recoveries of principal or advances in lieu thereof.

Static Pool Information: Static pool information as described in Item 1105(a)(1)-(3) and 1105(c) of Regulation AB.

Stock Certificate: With respect to a Cooperative Loan, a certificate evidencing ownership of the Cooperative Shares issued by the Cooperative.

Stock Power: With respect to a Cooperative Loan, an assignment of the Stock Certificate or an assignment of the Cooperative Shares issued by the Cooperative.

Subcontractor: Any vendor, subcontractor or other Person that is not responsible for the overall servicing (as “servicing” is commonly understood by participants in the mortgage-backed securities market) of Mortgage Loans but performs one or more discrete functions identified in Item 1122(d) of Regulation AB with respect to Mortgage Loans under the direction or authority of the Company or a Subservicer.

Subservicer: Any Person that services Mortgage Loans on behalf of the Company or any Subservicer and is responsible for the performance (whether directly or through Subservicers or Subcontractors) of a substantial portion of the material servicing functions required to be performed by the Company under this Agreement or any Reconstitution Agreement that are identified in Item 1122(d) of Regulation AB.

Subsidy Account: An account maintained by the Company specifically to hold all Subsidy Funds to be applied to individual Subsidy Loans.

Subsidy Funds: With respect to any Subsidy Loans, funds contributed by the employer of a Mortgagor in order to reduce the payments required from the Mortgagor for a specified period in specified amounts.

Subsidy Loan: Any Mortgage Loan subject to a temporary interest subsidy agreement pursuant to which the monthly interest payments made by the related Mortgagor will be less than the scheduled monthly interest payments on such Mortgage Loan, with the resulting difference in interest payments being provided by the employer of the Mortgagor. Each Subsidy Loan will be identified as such in the related Electronic Data File.

Third-Party Originator: Each Person, other than a Qualified Correspondent, that originated Mortgage Loans acquired by the Company.

Time$aver® Mortgage Loan: A Mortgage Loan which has been refinanced pursuant to a Company program that allows a rate/term refinance of an existing Company serviced loan with minimal documentation.

Whole Loan Transfer: Any sale or transfer of some or all of the Mortgage Loans by the Purchaser to a third party, which sale or transfer is not a Securitization Transaction or Agency Transfer.

ARTICLE II

CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES; BOOKS AND RECORDS; CUSTODIAL AGREEMENT; DELIVERY OF DOCUMENTS

Section 2.01Conveyance of Mortgage Loans; Possession of Custodial Mortgage Files;

Maintenance of Retained Mortgage Files and Servicing Files.

Pursuant to an Assignment and Conveyance Agreement, on the related Closing Date, the Company, simultaneously with the payment of the Purchase Price by the Purchaser, shall thereby sell, transfer, assign, set over and convey to the Purchaser, without recourse, but subject to the terms of this Agreement and the related Assignment and Conveyance Agreement, all the right, title and interest of the Company in and to the Mortgage Loans listed on the respective Mortgage Loan Schedule annexed to such Assignment and Conveyance Agreement, together with the Retained Mortgage Files and Custodial Mortgage Files and all rights and obligations arising under the documents contained therein. Pursuant to Section 2.03, the Company shall deliver the Custodial Mortgage File for each Mortgage Loan comprising the related Loan Package to the Custodian.

The contents of each Retained Mortgage File not delivered to the Custodian are and shall be held in trust by the Company for the benefit of the Purchaser as the owner thereof. The Company shall maintain a Servicing File consisting of a copy of the contents of each Custodial Mortgage File and the originals of the documents in each Retained Mortgage File not delivered to the Custodian. The possession of each Retained Mortgage File and Servicing File by the Company is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan, and such retention and possession by the Company is in a custodial capacity only. Upon the sale of the Mortgage Loans the ownership of each Mortgage Note, the related Mortgage and the related Custodial Mortgage File and Servicing File shall vest immediately in the Purchaser, and the ownership of all records and documents with respect to the related Mortgage Loan prepared by or which come into the possession of the Company shall vest immediately in the Purchaser and shall be retained and maintained by the Company, in trust, at the will of the Purchaser and only in such custodial capacity. The Company shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Purchaser, unless such release is required as incidental to the Company's servicing of the Mortgage Loans or is in connection with a repurchase of any Mortgage Loan pursuant to Section 3.03 or 6.02. All such costs associated with the release, transfer and re-delivery to the Company shall be the responsibility of the Purchaser other than any related recording costs (especially in instances of breach).

In addition, in connection with the assignment of any MERS Mortgage Loan, the Company agrees that it will cause, the MERS® System to indicate that such Mortgage Loans have been assigned by the Company to the Purchaser in accordance with this Agreement by including (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) in such computer files the information required by the MERS® System to identify the Purchaser as beneficial owner of such Mortgage Loans.

Section 2.02Books and Records; Transfers of Mortgage Loans.

From and after the sale of the Mortgage Loans to the Purchaser in the related Loan Package on each Closing Date, all rights arising out of such Mortgage Loans including but not limited to all funds received on or in connection with such Mortgage Loans, shall be received and held by the Company in trust for the benefit of the Purchaser as owner of such Mortgage Loans, and the Company shall retain record title to the related Mortgages for the sole purpose of facilitating the servicing and the supervision of the servicing of such Mortgage Loans.

The sale of each Mortgage Loan shall be reflected on the Company's balance sheet and other financial statements as a sale of assets by the Company. The Company shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Company shall maintain in its possession, available for inspection by the Purchaser, or its designee, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the Flood Disaster Protection Act of 1973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by Fannie Mae or Freddie Mac and records of periodic inspections as required by Section 4.13. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Company may be in the form of microfilm or microfiche or such other reliable means of recreating original documents, including but not limited to, optical imagery techniques so long as the Company complies with the requirements of the Fannie Mae Selling and Servicing Guide, as amended from time to time.

The Company shall maintain with respect to each Mortgage Loan and shall make available for inspection by any Purchaser or its designee the related Servicing File during the time the Purchaser retains ownership of such Mortgage Loan and thereafter in accordance with applicable laws and regulations.

The Company shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Company shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of this Agreement, the Company shall be under no obligation to deal with any Person with respect to this Agreement or the Mortgage Loans unless the books and records show such Person as the owner of the Mortgage Loan. The Purchaser may, subject to the terms of this Agreement, sell and transfer one or more of the Mortgage Loans. The Purchaser also shall advise the Company of the transfer. Upon receipt of notice of the transfer, the Company shall mark its books and records to reflect the ownership of the Mortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred. Such notification of a transfer shall include a final loan schedule which shall be received by the Company no fewer than five (5) Business Days before the last Business Day of the month. If such notification is not received as specified above, the Company’s duties to remit and report as required by Section 5 shall begin with the next Due Period.

Section 2.03Custodial Agreement; Delivery of Documents.

On each Closing Date with respect to each Mortgage Loan comprising the related Loan Package, the Company shall deliver and release to the Custodian the related Custodial Mortgage File as set forth in Exhibit C attached hereto.

The Custodian shall certify its receipt of any Mortgage Loan Documents actually received on or prior to such Closing Date and as required to be delivered pursuant to the Custodial Agreement, as evidenced by the Initial Certification of the Custodian in the form annexed to the Custodial Agreement. The Purchaser will be responsible for the fees and expenses of the Custodian.

Upon the Purchaser’s request, the Company shall deliver to Purchaser or its designee within ten (10) days after such request such contents of the Retained Mortgage file so requested. In the event that the company fails to deliver to the Purchaser or its designee the requested contents of the Retained Mortgage File within such ten-day period, and if the Company does not cure such failure within five (5) days following receipt of written notification of such failure, the Company shall repurchase each related Mortgage Loan at the price and in the manner specified in Section 3.03.

The Company shall forward to the Custodian original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 4.01 or 6.01 within one week of their execution, provided, however, that the Company shall provide the Custodian with a certified true copy of any such document submitted for recordation within ten (10) days of its execution, and shall provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within sixty days of its submission for recordation.

In the event the public recording office is delayed in returning any original document which the Company is required to deliver at any time to the Custodian in accordance with the terms of the Custodial Agreement or which the Company is required to maintain in the related Retained Mortgage File, the Company shall deliver to the Custodian or to the Retained Mortgage File, as applicable, within 240 days of its submission for recordation, a copy of such document and an Officer's Certificate, which shall (i) identify the recorded document; (ii) state that the recorded document has not been delivered to the Custodian due solely to a delay by the public recording office, (iii) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, and (iv) specify the date the applicable recorded document will be delivered to the Custodian. The Company will be required to deliver such document to the Custodian or to the Retained Mortgage File, as applicable, by the date specified in (iv) above. An extension of the date specified in (iv) above may be requested from the Purchaser, which consent shall not be unreasonably withheld.

In the event that new, replacement, substitute or additional Stock Certificates are issued with respect to existing Cooperative Shares, the Company immediately shall deliver to the Custodian the new Stock Certificates, together with the related Stock Powers in blank. Such new Stock Certificates shall be subject to the related Pledge Instruments and shall be subject to all of the terms, covenants and conditions of this Agreement.

ARTICLE III

REPRESENTATIONS AND WARRANTIES REMEDIES AND BREACH

Section 3.01Company Representations and Warranties.

The Company hereby represents and warrants to the Purchaser that, as of the related Closing Date:

(a) Due Organization and Authority.

The Company is a national banking association duly organized, validly existing and in good standing under the laws of the United States and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in each state where a Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Company, and in any event the Company is in compliance with the laws of any such state to the extent necessary to ensure the enforceability of the related Mortgage Loan and the servicing of such Mortgage Loan in accordance with the terms of this Agreement; the Company has the full power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Company and the consummation of the transactions contemplated hereby have been duly and validly authorized; this Agreement evidences the valid, binding and enforceable obligation of the Company; and all requisite action has been taken by the Company to make this Agreement valid and binding upon the Company in accordance with its terms;

(b) Ordinary Course of Business.

The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Company, who is in the business of selling and servicing loans, and the transfer, assignment and conveyance of the Mortgage Notes and the Mortgages by the Company pursuant to this Agreement are not subject to the bulk transfer or any similar statutory provisions in effect in any applicable jurisdiction;

(c) No Conflicts.

Neither the execution and delivery of this Agreement, the acquisition of the Mortgage Loans by the Company, the sale of the Mortgage Loans to the Purchaser or the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement will conflict with or result in a breach of any of the terms, articles of incorporation or by-laws or any legal restriction or any agreement or instrument to which the Company is now a party or by which it is bound, or constitute a default or result in the violation of any law, rule, regulation, order, judgment or decree to which the Company or its property is subject, or impair the ability of the Purchaser to realize on the Mortgage Loans, or impair the value of the Mortgage Loans;

(d) Ability to Service.

The Company is an approved seller/servicer of conventional residential mortgage loans for Fannie Mae or Freddie Mac, with the facilities, procedures, and experienced personnel necessary for the sound servicing of mortgage loans of the same type as the Mortgage Loans. The Company is in good standing to sell mortgage loans to and service mortgage loans for Fannie Mae or Freddie Mac, and no event has occurred, including but not limited to a change in insurance coverage, which would make the Company unable to comply with Fannie Mae or Freddie Mac eligibility requirements or which would require notification to either Fannie Mae or Freddie Mac;

(e) Reasonable Servicing Fee.

The Company acknowledges and agrees that the Servicing Fee represents reasonable compensation for performing such services and that the entire Servicing Fee shall be treated by the Company, for accounting and tax purposes, as compensation for the servicing and administration of the Mortgage Loans pursuant to this Agreement;

(f) Ability to Perform.

The Company does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement. The Company is solvent and the sale of the Mortgage Loans will not cause the Company to become insolvent. The sale of the Mortgage Loans is not undertaken to hinder, delay or defraud any of the Company's creditors;

(g) No Litigation Pending.

There is no action, suit, proceeding or investigation pending or threatened against the Company which, either in any one instance or in the aggregate, may result in any material adverse change in the business, operations, financial condition, properties or assets of the Company, or in any material impairment of the right or ability of the Company to carry on its business substantially as now conducted, or in any material liability on the part of the Company, or which would draw into question the validity of this Agreement or the Mortgage Loans or of any action taken or to be contemplated herein, or which would be likely to impair materially the ability of the Company to perform under the terms of this Agreement;

(h) No Consent Required.

No consent, approval, authorization or order of any court or governmental agency or body is required for the execution, delivery and performance by the Company of or compliance by the Company with this Agreement or the sale of the Mortgage Loans as evidenced by the consummation of the transactions contemplated by this Agreement, or if required, such approval has been obtained prior to the related Closing Date;

(i) Selection Process.

The Mortgage Loans were selected from among either the outstanding fixed rate or adjustable rate one- to four-family mortgage loans in the Company's mortgage banking portfolio at the related Closing Date as to which the representations and warranties set forth in Section 3.02 could be made and such selection was not made in a manner so as to affect adversely the interests of the Purchaser;

(j) No Untrue Information.

Neither this Agreement nor any statement, report or other document furnished or to be furnished pursuant to this Agreement or in connection with the transactions contemplated hereby contains any untrue statement of fact or omits to state a fact necessary to make the statements contained therein not misleading;

(k) Sale Treatment.

The Company has determined that the disposition of the Mortgage Loans pursuant to this Agreement will be afforded sale treatment for accounting and tax purposes;

(l) No Material Change.

There has been no material adverse change in the business, operations, financial condition or assets of the Company since the date of the Company’s most recent financial statements;

(m) No Brokers’ Fees.

The Company has not dealt with any broker, investment banker, agent or other Person that may be entitled to any commission or compensation in the connection with the sale of the Mortgage Loans; and

(n) MERS.

The Company is a member of MERS in good standing.

Section 3.02Representations and Warranties Regarding Individual Mortgage Loans.

As to each Mortgage Loan, the Company hereby represents and warrants to the Purchaser that as of the related Closing Date:

(a) Mortgage Loans as Described.

The information set forth in the respective Mortgage Loan Schedule and the information contained on the respective Electronic Data File delivered to the Purchaser is true and correct;

(b) Payments Current.

All payments required to be made up to the related Cut-off Date for the Mortgage Loan under the terms of the Mortgage Note have been made and credited. No payment under any Mortgage Loan has been thirty (30) days delinquent more than one time within twelve (12) months prior to the related Closing Date;

(c) No Outstanding Charges.

There are no defaults in complying with the terms of the Mortgages, and all taxes, governmental assessments, insurance premiums, leasehold payments, water, sewer and municipal charges, which previously became due and owing have been paid, or an escrow of funds has been established in an amount sufficient to pay for every such item which remains unpaid and which has been assessed but is not yet due and payable. The Seller has not advanced funds, or induced, solicited directly or indirectly, the payment of any amount required under the Mortgage Loan, except for interest accruing from the date of the Mortgage Note or date of disbursement of the Mortgage Loan proceeds, whichever is later, to the day which precedes by one month the Due Date of the first installment of principal and interest;

(d) Original Terms Unmodified.

The terms of the Mortgage Note and Mortgage have not been impaired, waived, altered or modified in any respect, except by a written instrument which has been recorded, if necessary to protect the interests of the Purchaser and which has been delivered to the Custodian. The substance of any such waiver, alteration or modification has been approved by the issuer of any related PMI Policy and the title insurer, to the extent required by the policy, and its terms are reflected on the related Mortgage Loan Schedule. No Mortgagor has been released, in whole or in part, except in connection with an assumption agreement approved by the issuer of any related PMI Policy and the title insurer, to the extent required by the policy, and which assumption agreement was delivered to the Custodian pursuant to the terms of the Custodial Agreement;

(e) No Defenses.

The Mortgage Loan is not subject to any right of rescission, set-off, counterclaim or defense, including without limitation the defense of usury, nor will the operation of any of the terms of the Mortgage Note or the Mortgage, or the exercise of any right thereunder, render either the Mortgage Note or the Mortgage unenforceable, in whole or in part, or subject to any right of rescission, set-off, counterclaim or defense, including without limitation the defense of usury, and no such right of rescission, set-off, counterclaim or defense has been asserted with respect thereto;

(f) No Satisfaction of Mortgage.

The Mortgage has not been satisfied, canceled, subordinated or rescinded, in whole or in part, and the Mortgaged Property has not been released from the lien of the Mortgage, in whole or in part, nor has any instrument been executed that would effect any such release, cancellation, subordination or rescission;

(g) Validity of Mortgage Documents.

The Mortgage Note and the Mortgage and related documents are genuine, and each is the legal, valid and binding obligation of the maker thereof enforceable in accordance with its terms. All parties to the Mortgage Note and the Mortgage had legal capacity to enter into the Mortgage Loan and to execute and deliver the Mortgage Note and the Mortgage, and the Mortgage Note and the Mortgage have been duly and properly executed by such parties;

With respect to each Cooperative Loan, the Mortgage Note, the Mortgage, the Pledge Agreement, and related documents are genuine, and each is the legal, valid and binding obligation of the maker thereof enforceable in accordance with its terms. All parties to the Mortgage Note, the Mortgage, the Pledge Agreement, the Proprietary Lease, the Stock Power, Recognition Agreement and the Assignment of Proprietary Lease had legal capacity to enter into the Mortgage Loan and to execute and deliver such documents, and such documents have been duly and properly executed by such parties;

(h)No Fraud.

No error, omission, misrepresentation, negligence, fraud or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Company, or the Mortgagor, or to the best of the Company’s knowledge, any appraiser, any builder, or any developer, or any other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan;

(i) Compliance with Applicable Laws.

Any and all requirements of any federal, state or local law including, without limitation, usury, truth-in-lending, real estate settlement procedures, consumer credit and privacy protection, equal credit opportunity, disclosure or predatory and abusive lending laws applicable to the Mortgage Loan have been complied with, and the Company shall maintain in its possession, available for the Purchaser's inspection, and shall deliver to the Purchaser upon demand, evidence of compliance with all such requirements. All inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Property and, with respect to the use and occupancy of the same, including but not limited to certificates of occupancy and fire underwriting certificates, have been made or obtained from the appropriate authorities;

(j) Location and Type of Mortgaged Property.

The Mortgaged Property is located in the state identified in the related Mortgage Loan Schedule and consists of a single, contiguous parcel of real property with a detached single family residence erected thereon, or a two- to four-family dwelling, or an individual condominium unit in a condominium project, or a Cooperative Apartment, or an individual unit in a planned unit development or a townhouse, provided, however, that any condominium project or planned unit development shall conform with the applicable Fannie Mae requirements, or the underwriting guidelines of the company, regarding such dwellings, and no residence or dwelling is a mobile home. As of the respective date of the appraisal for each Mortgaged Property, any Mortgaged Property being used for commercial purposes conforms to the underwriting guidelines of the Company and, to the best of the Company’s knowledge, since the date of such appraisal, no portion of the Mortgage Property has been used for commercial purposes outside of the underwriting guidelines of the Company;

(k)Valid First Lien.

The Mortgage is a valid, subsisting and enforceable first lien on the Mortgaged Property, including all buildings on the Mortgaged Property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing. The lien of the Mortgage is subject only to:

(1) the lien of current real property taxes and assessments not yet due and payable;

(2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording acceptable to mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and (i) referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan and (ii) which do not adversely affect the Appraised Value of the Mortgaged Property set forth in such appraisal; and

(3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property.

Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting and enforceable first lien and first priority security interest on the property described therein and the Company has full right to sell and assign the same to the Purchaser;

With respect to each Cooperative Loan, each Pledge Agreement creates a valid, enforceable and subsisting first security interest in the Cooperative Shares and Proprietary Lease, subject only to (i) the lien of the related Cooperative for unpaid assessments representing the Mortgagor’s pro rata share of the Cooperative’s payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees and other assessments to which like collateral is commonly subject and (ii) other matters to which like collateral is commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Pledge Agreement; provided, however, that the appurtenant Proprietary Lease may be subordinated or otherwise subject to the lien of any mortgage on the Project;

(l)Full Disbursement of Proceeds.

The proceeds of the Mortgage Loan have been fully disbursed, except for escrows established or created due to seasonal weather conditions, and there is no requirement for future advances thereunder. All costs, fees and expenses incurred in making or closing the Mortgage Loan and the recording of the Mortgage were paid, and the Mortgagor is not entitled to any refund of any amounts paid or due under the Mortgage Note or Mortgage;

(m) Consolidation of Future Advances.

Any future advances made prior to the related Cut-off Date, have been consolidated with the outstanding principal amount secured by the Mortgage, and the secured principal amount, as consolidated, bears a single interest rate and single repayment term reflected on the related Mortgage Loan Schedule. The lien of the Mortgage securing the consolidated principal amount is expressly insured as having first lien priority by a title insurance policy, an endorsement to the policy insuring the mortgagee’s consolidated interest or by other title evidence acceptable to Fannie Mae or Freddie Mac; the consolidated principal amount does not exceed the original principal amount of the Mortgage Loan; the Seller shall not make future advances after the related Cut-Off Date;

(n)Ownership.

The Company is the sole owner of record and holder of the Mortgage Loan and the related Mortgage Note and the Mortgage are not assigned or pledged, and the Company has good and marketable title thereto and has full right and authority to transfer and sell the Mortgage Loan to the Purchaser. The Company is transferring the Mortgage Loan free and clear of any and all encumbrances, liens, pledges, equities, participation interests, claims, charges or security interests of any nature encumbering such Mortgage Loan;

(o)Origination/Doing Business.

The Mortgage Loan was originated by a savings and loan association, a savings bank, a commercial bank, a credit union, an insurance company, or similar institution which is supervised and examined by a federal or state authority or by a mortgagee approved by the Secretary of Housing and Urban Development pursuant to Sections 203 and 211 of the National Housing Act. All parties which have had any interest in the Mortgage Loan, whether as mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were) (1) in compliance with any and all applicable licensing requirements of the laws of the state wherein the Mortgaged Property is located, and (2) organized under the laws of such state, or (3) qualified to do business in such state, or (4) federal savings and loan associations or national banks having principal offices in such state, or (5) not doing business in such state;

(p)LTV, PMI Policy.

Each Mortgage Loan has an LTV as set forth in the related Mortgage Loan Schedule and related Electronic Data File. Except as indicated on the Electronic Data File, those Mortgage Loans with an LTV greater than 80% at the time of origination, a portion of the unpaid principal balance of the Mortgage Loan is and will be insured as to payment defaults by a PMI Policy. If the Mortgage Loan is insured by a PMI Policy for which the Mortgage pays all premiums, the coverage will remain in place until (i) the LTV is decreased to 78% or (ii) the PMI Policy is otherwise terminated pursuant to the Homeowners Protection Act of 1998, 12 USC 4901, et seq. All provisions of such PMI Policy and LPMI Policy have been and are being complied with, such PMI Policy and LPMI Policy is in full force and effect, and all premiums due thereunder have been paid. The Qualified Insurer has a claims paying ability acceptable to Fannie Mae or Freddie Mac. Any Mortgage Loan subject to a PMI Policy obligates the Mortgagor or in the case of an LPMI Policy, obligates the Company, thereunder to maintain the PMI Policy or LPMI Policy and to pay all premiums and charges in connection therewith. The Mortgage Interest Rate for the Mortgage Loan as set forth on the related Mortgage Loan Schedule is net of any such insurance premium. No prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such PMI Policy or LPMI Policy;

(q)Title Insurance.

The Mortgage Loan is covered by an ALTA lender's title insurance policy or other generally acceptable form of policy of insurance acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring the Company, its successors and assigns, as to the first priority lien of the Mortgage in the original principal amount of the Mortgage Loan, subject only to the exceptions contained in clauses (1), (2) and (3) of Paragraph (k) of this Section 3.02, and against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment to the Mortgage Interest Rate and Monthly Payment. The Company is the sole insured of such lender's title insurance policy, and such lender's title insurance policy is in full force and effect and will be in force and effect upon the consummation of the transactions contemplated by this Agreement. No claims have been made under such lender's title insurance policy, and no prior holder of the Mortgage, including the Company, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy;

(r)No Defaults.

There is no default, breach, violation or event of acceleration existing under the Mortgage or the Mortgage Note and no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach, violation or event of acceleration, and neither the Company nor its predecessors have waived any default, breach, violation or event of acceleration;

(s)No Mechanics' Liens.

There are no mechanics' or similar liens or claims which have been filed for work, labor or material (and no rights are outstanding that under the law could give rise to such liens) affecting the related Mortgaged Property which are or may be liens prior to, or equal or coordinate with, the lien of the related Mortgage which are not insured against by the title insurance policy referenced in Paragraph (q) above;

(t)Location of Improvements; No Encroachments.

Except as insured against by the title insurance policy referenced in Paragraph (q) above, all improvements which were considered in determining the Appraised Value of the Mortgaged Property lay wholly within the boundaries and building restriction lines of the Mortgaged Property and no improvements on adjoining properties encroach upon the Mortgaged Property. No improvement located on or being part of the Mortgaged Property is in violation of any applicable zoning law or regulation;

(u) Payment Terms.

Except with respect to the Interest Only Mortgage Loans, principal payments commenced no more than 60 days after the funds were disbursed to the Mortgagor in connection with the Mortgage Loan. The Mortgage Loans have an original term to maturity of not more than 30 years, with interest payable in arrears on the first day of each month. As to each adjustable rate Mortgage Loan on each applicable Adjustment Date, the Mortgage Interest Rate will be adjusted to equal the sum of the Index plus the applicable Gross Margin, rounded up or down to the nearest multiple of 0.125% indicated by the Mortgage Note; provided that the Mortgage Interest Rate will not increase or decrease by more than 2.00% on any Adjustment Date, and will in no event exceed the maximum Mortgage Interest Rate or be lower than the minimum Mortgage Interest Rate listed on the Mortgage Loan Schedule for such Mortgage Loan. Each adjustable rate Mortgage Note requires a monthly payment which is sufficient, during the period prior to the first adjustment to the Mortgage Interest Rate, to fully amortize the outstanding principal balance as of the first day of such period over the then remaining term of such Mortgage Note and to pay interest at the related Mortgage Interest Rate; provided however, with respect to any Interest Only Mortgage Loans, the Mortgage Note allows a Monthly Payment of interest only during the period prior to the first Adjustment Date and upon the first adjustment to the Mortgage Interest Rate, the Mortgage Note requires a Monthly Payment of principal and interest, sufficient to fully amortize the outstanding principal balance over the then remaining term of such Mortgage Loan. As to each adjustable rate Mortgage Loan, if the related Mortgage Interest Rate changes on an adjustment date, the then outstanding principal balance will be reamortized over the remaining life of such Mortgage Loan. No Mortgage Loan contains terms or provisions which would result in negative amortization;

(v)Customary Provisions.

The Mortgage contains customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for the realization against the Mortgaged Property of the benefits of the security provided thereby, including, (i) in the case of a Mortgage designated as a deed of trust, by trustee's sale, and (ii) otherwise by judicial foreclosure. There is no homestead or other exemption available to a Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee's sale or the right to foreclose the Mortgage;

(w)Occupancy of the Mortgaged Property.

As of the date of origination, the Mortgaged Property was lawfully occupied under applicable law;

(x)No Additional Collateral.

The Mortgage Note is not and has not been secured by any collateral, pledged account, except as indicated on the Electronic Data File, or other security except the lien of the corresponding Mortgage and the security interest of any applicable security agreement or chattel mortgage referred to in (k) above;

(y)Deeds of Trust.

In the event the Mortgage constitutes a deed of trust, a trustee, duly qualified under applicable law to serve as such, has been properly designated and currently so serves and is named in the Mortgage, and no fees or expenses are or will become payable by the Mortgagee to the trustee under the deed of trust, except in connection with a trustee's sale after default by the Mortgagor;

(z)Acceptable Investment.

The Company has no knowledge of any circumstances or conditions with respect to the Mortgage Loan, the Mortgaged Property, the Mortgagor or the Mortgagor's credit standing that can reasonably be expected to cause private institutional investors to regard the Mortgage Loan as an unacceptable investment, cause the Mortgage Loan to become delinquent, or adversely affect the value or marketability of the Mortgage Loan;

(aa)Transfer of Mortgage Loans.

If the Mortgage Loan is not a MERS Mortgage Loan, the Assignment upon the insertion of the name of the assignee and recording information is in recordable form and is acceptable for recording under the laws of the jurisdiction in which the Mortgaged Property is located;

(bb)Mortgaged Property Undamaged.

The Mortgaged Property is undamaged by waste, fire, earthquake or earth movement, windstorm, flood, tornado or other casualty so as to affect adversely the value of the Mortgaged Property as security for the Mortgage Loan or the use for which the premises were intended;

(cc)Collection Practices; Escrow Deposits.

The origination and collection practices used with respect to the Mortgage Loan have been in accordance with Accepted Servicing Practices, and have been in all material respects legal and proper. With respect to escrow deposits and Escrow Payments, all such payments are in the possession of the Company and there exist no deficiencies in connection therewith for which customary arrangements for repayment thereof have not been made. All Escrow Payments have been collected in full compliance with state and federal law. No escrow deposits or Escrow Payments or other charges or payments due the Company have been capitalized under the Mortgage Note;

(dd)No Condemnation.

There is no proceeding pending or to the best of the Company’s knowledge threatened for the total or partial condemnation of the related Mortgaged Property;

(ee)The Appraisal.

The Servicing File contains an appraisal of the related Mortgaged Property. As to each Time$aver® Mortgage Loan, the appraisal may be from the original of the existing Company-serviced loan, which was refinanced via such Time$aver® Mortgage Loan. The appraisal was conducted by an appraiser who had no interest, direct or indirect, in the Mortgaged Property or in any loan made on the security thereof; and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, and the appraisal and the appraiser both satisfy the applicable requirements of Title XI of the Financial Institution Reform, Recovery, and Enforcement Act of 1989 and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated;

(ff)Insurance.

The Mortgaged Property securing each Mortgage Loan is insured by an insurer acceptable to Fannie Mae or Freddie Mac against loss by fire and such hazards as are covered under a standard extended coverage endorsement and such other hazards as are customary in the area where the Mortgaged Property is located pursuant to insurance policies conforming to the requirements of Section 4.10, in an amount which is at least equal to the lesser of (a) 100% of the insurable value, on a replacement cost basis, of the improvements on the related Mortgaged Property, and (b) the greater of (i) the outstanding principal balance of the Mortgage Loan and (ii) an amount such that the proceeds of such insurance shall be sufficient to prevent the application to the Mortgagor or the loss payee of any coinsurance clause under the policy. If the Mortgaged Property is a condominium unit, it is included under the coverage afforded by a blanket policy for the project. If the improvements on the Mortgaged Property are in an area identified in the Federal Register by the Federal Emergency Management Agency as having special flood hazards, a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect with a generally acceptable insurance carrier, in an amount representing coverage not less than the least of (A) the outstanding principal balance of the Mortgage Loan, (B) the full insurable value and (C) the maximum amount of insurance which was available under the Flood Disaster Protection Act of 1973, as amended. All individual insurance policies contain a standard mortgagee clause naming the Company and its successors and assigns as mortgagee, and all premiums thereon have been paid. The Mortgage obligates the Mortgagor thereunder to maintain a hazard insurance policy at the Mortgagor's cost and expense, and on the Mortgagor's failure to do so, authorizes the holder of the Mortgage to obtain and maintain such insurance at such Mortgagor's cost and expense, and to seek reimbursement therefor from the Mortgagor. The hazard insurance policy is the valid and binding obligation of the insurer, is in full force and effect, and will be in full force and effect and inure to the benefit of the Purchaser upon the consummation of the transactions contemplated by this Agreement. The Company has not acted or failed to act so as to impair the coverage of any such insurance policy or the validity, binding effect and enforceability thereof;

(gg) Servicemembers’ Civil Relief Act.

The Mortgagor has not notified the Company, and the Company has no knowledge of any relief requested or allowed to the Mortgagor under the Servicemembers’ Civil Relief Act, as amended;

(hh) No Graduated Payments or Contingent Interests.

The Mortgage Loan is not a graduated payment mortgage loan and the Mortgage Loan does not have a shared appreciation or other contingent interest feature;

(ii) No Construction Loans.

No Mortgage Loan was made in connection with (i) the construction or rehabilitation of a Mortgage Property or (ii) facilitating the trade-in or exchange of a Mortgaged Property other than a construction-to-permanent loan which has converted to a permanent Mortgage Loan;

(jj) Underwriting.

Each Mortgage Loan was underwritten in accordance with the underwriting guidelines of the Company, which were in effect at the time the Mortgage Loan was originated; and the Mortgage Note and Mortgage are on forms acceptable to Freddie Mac or Fannie Mae;

(kk) Buydown Mortgage Loans.

With respect to each Mortgage Loan that is a Buydown Mortgage Loan:

(i) On or before the date of origination of such Mortgage Loan, the Company and the Mortgagor, or the Company, the Mortgagor and the seller of the Mortgaged Property or a third party entered into a Buydown Agreement. The Buydown Agreement provides that the seller of the Mortgaged Property (or third party) shall deliver to the Company temporary Buydown Funds in an amount equal to the aggregate undiscounted amount of payments that, when added to the amount the Mortgagor on such Mortgage Loan is obligated to pay on each Due Date in accordance with the terms of the Buydown Agreement, is equal to the full scheduled Monthly Payment due on such Mortgage Loan. The temporary Buydown Funds enable the Mortgagor to qualify for the Buydown Mortgage Loan. The effective interest rate of a Buydown Mortgage Loan if less than the interest rate set forth in the related Mortgage Note will increase within the Buydown Period as provided in the related Buydown Agreement so that the effective interest rate will be equal to the interest rate as set forth in the related Mortgage Note. The Buydown Mortgage Loan satisfies the requirements of Fannie Mae or Freddie Mac guidelines;

(ii) The Mortgage and Mortgage Note reflect the permanent payment terms rather than the payment terms of the Buydown Agreement. The Buydown Agreement provides for the payment by the Mortgagor of the full amount of the Monthly Payment on any Due Date that the Buydown Funds are available. The Buydown Funds were not used to reduce the original principal balance of the Mortgage Loan or to increase the Appraised Value of the Mortgage Property when calculating the Loan-to-Value Ratios for purposes of the Agreement and, if the Buydown Funds were provided by the Company and if required under Fannie Mae or Freddie Mac guidelines, the terms of the Buydown Agreement were disclosed to the appraiser of the Mortgaged Property;

(iii) The Buydown Funds may not be refunded to the Mortgagor unless the Mortgagor makes a principal payment for the outstanding balance of the Mortgage Loan;

(iv) As of the date of origination of the Mortgage Loan, the provisions of the related Buydown Agreement complied with the requirements of Fannie Mae or Freddie Mac regarding buydown agreements.

(ll) Delivery of Custodial Mortgage Files.

Any documents required to be delivered by the Company under this Agreement have been delivered to the Custodian. The Company is in possession of a complete, true and accurate Retained Mortgage File and Custodial Mortgage File in compliance with Exhibit C hereto;

(mm) No Violation of Environmental Laws.

There is no pending action or proceeding directly involving any Mortgaged Property of which the Company is aware in which compliance with any environmental law, rule or regulation is an issue; and to the best of the Company’s knowledge, nothing further remains to be done to satisfy in full all requirements of each such law, rule or regulation constituting a prerequisite to use and enjoyment of said property;

(nn) No Bankruptcy.

No Mortgagor was a debtor in any state or federal bankruptcy or insolvency proceeding at the time the Mortgage Loan was originated and to the best of the Company’s knowledge, as of the related Closing Date, the Company has not received notice that any Mortgagor is a debtor under any state or federal bankruptcy or insolvency proceeding;

(oo)HOEPA.

No Mortgage Loan is a High Cost Loan or Covered Loan;

(pp)Cooperative Loans.

With respect to each Cooperative Loan:

(i) The Cooperative Shares are held by a person as a tenant-stockholder in a Cooperative. Each original UCC financing statement, continuation statement or other governmental filing or recordation necessary to create or preserve the perfection and priority of the first lien and security interest in the Cooperative Loan and Proprietary Lease has been timely and properly made. Any security agreement, chattel mortgage or equivalent document related to the Cooperative Loan and delivered to Purchaser or its designee establishes in Purchaser a valid and subsisting perfected first lien on and security interest in the Mortgaged Property described therein, and Purchaser has full right to sell and assign the same. The Proprietary Lease term expires no less than five years after the Mortgage Loan term or such other term acceptable to Fannie Mae or Freddie Mac;

(ii) A Cooperative Lien Search has been made by a company competent to make the same which company is acceptable to Fannie Mae and qualified to do business in the jurisdiction where the Cooperative is located;

(iii) (a) The term of the related Proprietary Lease is not less than the terms of the Cooperative Loan; (b) there is no provision in any Proprietary Lease which requires the Mortgagor to offer for sale the Cooperative Shares owned by such Mortgagor first to the Cooperative; (c) there is no prohibition in any Proprietary Lease against pledging the Cooperative Shares or assigning the Proprietary Lease; (d) the Cooperative has been created and exists in full compliance with the requirements for residential cooperatives in the jurisdiction in which the Project is located and qualifies as a cooperative housing corporation under Section 210 of the Code; (e) the Recognition Agreement is on a form published by Aztech Document Services, Inc. or includes similar provisions; and (f) the Cooperative has good and marketable title to the Project, and owns the Project either in fee simple or under a leasehold that complies with the requirements of the Fannie Mae Guidelines; such title is free and clear of any adverse liens or encumbrances, except the lien of any blanket mortgage;

(iv) The Company has the right under the terms of the Mortgage Note, Pledge Agreement and Recognition Agreement to pay any maintenance charges or assessments owed by the Mortgagor;

(v) Each Stock Power (i) has all signatures guaranteed or (ii) if all signatures are not guaranteed, then such Cooperative Shares will be transferred by the stock transfer agent of the Cooperative if the Company undertakes to convert the ownership of the collateral securing the related Cooperative Loan;

(qq)Georgia Fair Lending Act.

There is no Mortgage Loan that was originated on or after October 1, 2002 and before March 7, 2003, which is secured by property located in the State of Georgia;

(rr)Methodology.

The methodology used in underwriting the extension of credit for each Mortgage Loan employs objective mathematical principles which relate the borrower’s income, assets and liabilities to the proposed payment and such underwriting methodology does not rely on the extent of the borrower’s equity in the collateral as the principal determining factor in approving such credit extension. Such underwriting methodology confirmed that at the time of origination (application/approval) the borrower had a reasonable ability to make timely payments on the Mortgage Loan;

(ss) Imposition of a Premium.

With respect to any Mortgage Loan that contains a provision permitting imposition of a premium upon a prepayment prior to maturity: (i) the prepayment premium is disclosed to the borrower in the loan documents pursuant to applicable state and federal law, and (ii) notwithstanding any state or federal law to the contrary, the Company shall recommend that such prepayment premium is not imposed in any instance when the mortgage debt is accelerated as the result of the borrower’s default in making the loan payments;

(tt) Single Premium Credit Life.

No Mortgagor was required to purchase any single premium credit insurance policy (e.g. life, disability, accident, unemployment or health insurance products) or debt cancellation agreement as a condition of obtaining the extension of credit. No Mortgagor obtained a prepaid single premium credit insurance policy (e.g. life, disability, accident, unemployment or health insurance product) as part of the origination of the Mortgage Loan. No proceeds from any Mortgage Loan were used to purchase single premium credit insurance policies or debt cancellation agreements as part of the origination of, or as a condition to closing, such Mortgage Loan;

(uu)No Arbitration Provision.

With respect to each Mortgage Loan, neither the related Mortgage nor the related Mortgage Note requires the Mortgagor to submit to arbitration to resolve any dispute arising out of or relating in any way to the Mortgage Loantransaction;

(ww) Credit Reporting.

With respect to each Mortgage Loan, the Company has fully furnished, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (i.e. favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis; and

(xx) Illinois Interest Act.

Any Mortgage Loan with a Mortgaged Property in the State of Illinois complies with the Illinois Interest Act.

Section 3.03 Repurchase.

It is understood and agreed that the representations and warranties set forth in Sections 3.01 and 3.02 shall survive the sale of the Mortgage Loans to the Purchaser and the delivery of the Mortgage Loan Documents to the Custodian and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment of Mortgage or the examination or failure to examine any Custodial Mortgage Files or Retained Mortgage File. Upon discovery by either the Company or the Purchaser of a breach of any of the foregoing representations and warranties which materially and adversely affects the value of the Mortgage Loans or the interest of the Purchaser (or which materially and adversely affects the interests of Purchaser in the related Mortgage Loan in the case of a representation and warranty relating to a particular Mortgage Loan), the party discovering such breach shall give prompt written notice to the other.

Within ninety (90) days of the earlier of either discovery by or notice to the Company of any breach of a representation or warranty which materially and adversely affects the value of the Mortgage Loans, the Company shall use its best efforts promptly to cure such breach in all material respects and, if such breach cannot be cured, the Company shall, at the Purchaser's option, repurchase such Mortgage Loan at the Repurchase Price. In the event that a breach shall involve any representation or warranty set forth in Section 3.01, and such breach cannot be cured within 90 days of the earlier of either discovery by or notice to the Company of such breach, all of the Mortgage Loans shall, at the Purchaser's option, be repurchased by the Company at the Repurchase Price. However, if the breach shall involve a representation or warranty set forth in Section 3.02 and the Company discovers or receives notice of any such breach within 120 days of the related Closing Date, the Company shall, if the breach cannot be cured, at the Purchaser's option and provided that the Company has a Qualified Substitute Mortgage Loan, rather than repurchase the Mortgage Loan as provided above, remove such Mortgage Loan (a "Deleted Mortgage Loan") and substitute in its place a Qualified Substitute Mortgage Loan or Loans, provided that any such substitution shall be effected not later than 120 days after the related Closing Date. If the Company has no Qualified Substitute Mortgage Loan, it shall repurchase the deficient Mortgage Loan within ninety (90) days of the written notice of the breach or the failure to cure, whichever is later. Any repurchase of a Mortgage Loan or Loans pursuant to the foregoing provisions of this Section 3.03 shall be accomplished by deposit in the Custodial Account of the amount of the Repurchase Price for distribution to Purchaser on the next scheduled Remittance Date, after deducting therefrom any amount received in respect of such repurchased Mortgage Loan or Loans and being held in the Custodial Account for future distribution.

At the time of repurchase or substitution, the Purchaser and the Company shall arrange for the reassignment of the Deleted Mortgage Loan to the Company and the delivery to the Company of any documents held by the Custodian relating to the Deleted Mortgage Loan. If the Company repurchases a Mortgage Loan that is a MERS Mortgage Loan, the Company shall cause MERS to designate on the MERS® System to remove the Purchaser as the beneficial holder with respect to such Mortgage Loan. In the event of a repurchase or substitution, the Company shall, simultaneously with such reassignment, give written notice to the Purchaser that such repurchase or substitution has taken place, amend the related Mortgage Loan Schedule to reflect the withdrawal of the Deleted Mortgage Loan from this Agreement, and, in the case of substitution, identify a Qualified Substitute Mortgage Loan and amend the related Mortgage Loan Schedule to reflect the addition of such Qualified Substitute Mortgage Loan to this Agreement. In connection with any such substitution, the Company shall be deemed to have made as to such Qualified Substitute Mortgage Loan the representations and warranties set forth in this Agreement except that all such representations and warranties set forth in this Agreement shall be deemed made as of the date of such substitution. The Company shall effect such substitution by delivering to the Custodian for such Qualified Substitute Mortgage Loan the documents required by Section 2.03, with the Mortgage Note endorsed as required by Section 2.03. No substitution will be made in any calendar month after the Determination Date for such month. The Company shall deposit in the Custodial Account the Monthly Payment less the Servicing Fee due on such Qualified Substitute Mortgage Loan or Loans in the month following the date of such substitution. Monthly Payments due with respect to Qualified Substitute Mortgage Loans in the month of substitution shall be retained by the Company. With respect to any Deleted Mortgage loan, distributions to Purchaser shall include the Monthly Payment due on any Deleted Mortgage Loan in the month of substitution, and the Company shall thereafter be entitled to retain all amounts subsequently received by the Company in respect of such Deleted Mortgage Loan.

For any month in which the Company substitutes a Qualified Substitute Mortgage Loan for a Deleted Mortgage Loan, the Company shall determine the amount (if any) by which the aggregate principal balance of all Qualified Substitute Mortgage Loans as of the date of substitution is less than the aggregate Stated Principal Balance of all Deleted Mortgage Loans (after application of scheduled principal payments due in the month of substitution). The amount of such shortfall shall be distributed by the Company in the month of substitution pursuant to Section 5.01. Accordingly, on the date of such substitution, the Company shall deposit from its own funds into the Custodial Account an amount equal to the amount of such shortfall.

In addition to such repurchase or substitution obligation, the Company shall indemnify the Purchaser and hold it harmless against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and other costs and expenses resulting from any claim, demand, defense or assertion based on or grounded upon, or resulting from, a breach of the Company representations and warranties contained in this Agreement. It is understood and agreed that the obligations of the Company set forth in this Section 3.03 to cure, substitute for or repurchase a defective Mortgage Loan and to indemnify the Purchaser as provided in this Section 3.03 constitute the sole remedies of the Purchaser respecting a breach of the foregoing representations and warranties.

Any cause of action against the Company relating to or arising out of the breach of any representations and warranties made in Sections 3.01 and 3.02 shall accrue as to any Mortgage Loan upon (i) discovery of such breach by the Purchaser or notice thereof by the Company to the Purchaser, (ii) failures by the Company to cure such breach or repurchase such Mortgage Loan as specified above, and (iii) demand upon the Company by the Purchaser for compliance with this Agreement.

In the event a Mortgage Loan pays off in full on or before the related Closing Date, the Company must repay the Purchaser the difference between the Unpaid Principal Balance of such Mortgage Loan as of the date of pay off and the Unpaid Principal Balance multiplied by the purchase price percentage adjusted, if necessary in accordance with the Commitment Letter.

ARTICLE IV

ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

Section 4.01Company to Act as Servicer.

The Company, as an independent contractor, shall service and administer the Mortgage Loans and shall have full power and authority, acting alone or through the utilization of a Subcontractor, to do any and all things in connection with such servicing and administration which the Company may deem necessary or desirable, consistent with the terms of this Agreement and with Accepted Servicing Practices. The Company shall be responsible for any and all acts of a Subcontractor, and the Company’s utilization of a Subcontractor shall in no way relieve the liability of the Company under this Agreement.

Consistent with the terms of this Agreement, the Company may 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 Company's reasonable and prudent determination such waiver, modification, postponement or indulgence is not materially adverse to the Purchaser, provided, however, that the Company shall not make any future advances with respect to a Mortgage Loan and (unless the Mortgagor is in default with respect to the Mortgage Loan or such default is, in the judgment of the Company, imminent and the Company has obtained the prior written consent of the Purchaser) the Company shall not permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate, defer or forgive the payment of principal (except for actual payments of principal) or change the final maturity date on such Mortgage Loan. In the event of any such modification which permits the deferral of interest or principal payments on any Mortgage Loan, the Company shall, on the Business Day immediately preceding the Remittance Date in any month in which any such principal or interest payment has been deferred, deposit in the Custodial Account from its own funds, in accordance with Section 5.03, the difference between (a) such month's principal and one month's interest at the Mortgage Loan Remittance Rate on the unpaid principal balance of such Mortgage Loan and (b) the amount paid by the Mortgagor. The Company shall be entitled to reimbursement for such advances to the same extent as for all other advances made pursuant to Section 5.03. Without limiting the generality of the foregoing, the Company shall continue, and is hereby authorized and empowered, to execute and deliver on behalf of itself and the Purchaser, all instruments of satisfaction or cancellation, or of partial or full release, discharge and all other comparable instruments, with respect to the Mortgage Loans and with respect to the Mortgaged Properties. If reasonably required by the Company, the Purchaser shall furnish the Company with any powers of attorney and other documents necessary or appropriate to enable the Company to carry out its servicing and administrative duties under this Agreement.

In servicing and administering the Mortgage Loans, the Company shall employ procedures (including collection procedures) and exercise the same care that it customarily employs and exercises in servicing and administering mortgage loans for its own account, giving due consideration to Accepted Servicing Practices where such practices do not conflict with the requirements of this Agreement, and the Purchaser's reliance on the Company.

The Company is authorized and empowered by the Purchaser, in its own name, when the Company believes it appropriate in its reasonable judgment to register any Mortgage Loan on the MERS® System, or cause the removal from the registration of any Mortgage Loan on the MERS® System, with written consent of the Purchaser, to execute and deliver, on behalf of the Purchaser, 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 Purchaser and its successors and assigns.

The Company shall cause to be maintained for each Cooperative Loan a copy of the financing statements and shall file and such financing statements and continuation statements as necessary, in accordance with the Uniform Commercial Code applicable in the jurisdiction in which the related Cooperative Apartment is located, to perfect and protect the security interest and lien of the Purchaser.

The Company shall apply any Principal Prepayment on an Interest Only Mortgage Loan to the then-outstanding principal balance, at which time the interest-only payment feature shall be extinguished. The related Monthly Payment shall thereafter consist of both principal and interest components, and the amount of such Monthly Payment shall not change prior to the next Adjustment Date.

Section 4.02Liquidation of Mortgage Loans.

In the event that any payment due under any Mortgage Loan and not postponed pursuant to Section 4.01 is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Company shall take such action as (1) the Company would take under similar circumstances with respect to a similar mortgage loan held for its own account for investment, (2) shall be consistent with Accepted Servicing Practices, (3) the Company shall determine prudently to be in the best interest of Purchaser, and (4) is consistent with any related PMI Policy. In the event that any payment due under any Mortgage Loan is not postponed pursuant to Section 4.01 and remains delinquent for a period of 90 days or any other default continues for a period of 90 days beyond the expiration of any grace or cure period, the Company shall commence foreclosure proceedings, the Company shall notify the Purchaser in writing of the Company's intention to do so, and the Company shall not commence foreclosure proceedings if the Purchaser objects to such action within three (3) Business Days of receiving such notice. In the event the Purchaser objects to such foreclosure action, the Company shall not be required to make Monthly Advances with respect to such Mortgage Loan, pursuant to Section 5.03, and the Company's obligation to make such Monthly Advances shall terminate on the 90th day referred to above. In such connection, the Company shall from its own funds make all necessary and proper Servicing Advances, provided, however, that the Company shall not be required to expend its own funds in connection with any foreclosure or towards the restoration or preservation of any Mortgaged Property, unless it shall determine (a) that such preservation, restoration and/or foreclosure will increase the proceeds of liquidation of the Mortgage Loan to Purchaser after reimbursement to itself for such expenses and (b) that such expenses will be recoverable by it either through Liquidation Proceeds (respecting which it shall have priority for purposes of withdrawals from the Custodial Account pursuant to Section 4.05) or through Insurance Proceeds (respecting which it shall have similar priority).

Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Company has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. The cost for such inspection or review shall be borne by the Purchaser. Upon completion of the inspection or review, the Company shall promptly provide the Purchaser with a written report of the environmental inspection.

After reviewing the environmental inspection report, the Purchaser shall determine how the Company shall proceed with respect to the Mortgaged Property. In the event (a) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes and (b) the Purchaser directs the Company to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Company shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient to fully reimburse the Company, the Company shall be entitled to be reimbursed from amounts in the Custodial Account pursuant to Section 4.05 hereof. In the event the Purchaser directs the Company not to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Company shall be reimbursed for all Servicing Advances made with respect to the related Mortgaged Property from the Custodial Account pursuant to Section 4.05 hereof.

Section 4.03Collection of Mortgage Loan Payments.

Continuously from the related Cut-off Date until the principal and interest on all Mortgage Loans are paid in full, the Company shall proceed diligently to collect all payments due under each of the Mortgage Loans when the same shall become due and payable and shall take special care in ascertaining and estimating Escrow Payments and all other charges that will become due and payable with respect to the Mortgage Loan and the Mortgaged Property, to the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

Section 4.04Establishment of and Deposits to Custodial Account.

The Company shall segregate and hold all funds collected and received pursuant to a Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts, in the form of time deposit or demand accounts, titled "Wells Fargo Bank, N.A. in trust for the Purchaser and/or subsequent purchasers of Mortgage Loans - P & I." The Custodial Account shall be established with a Qualified Depository. Upon request of the Purchaser and within ten (10) days thereof, the Company shall provide the Purchaser with written confirmation of the existence of such Custodial Account. Any funds deposited into the Custodial Account shall at all times be insured to the fullest extent allowed by applicable law. Funds deposited in the Custodial Account may be drawn on by the Company in accordance with Section 4.05.

The Company shall deposit in the Custodial Account within one (1) Business Day of Company’s receipt, and retain therein, the following collections received by the Company and payments made by the Company after the related Cut-off Date, other than payments of principal and interest due on or before the related Cut-off Date, or received by the Company prior to the related Cut-off Date but allocable to a period subsequent thereto:

(i) all payments on account of principal on the Mortgage Loans, including all Principal Prepayments;

(ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate;

(iii) all Liquidation Proceeds;

(iv) all Insurance Proceeds including amounts required to be deposited pursuant to Section 4.10 (other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Section 4.14), Section 4.11 and Section 4.15;

(v) all Condemnation Proceeds which are not applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Section 4.14;

(vi) any amount required to be deposited in the Custodial Account pursuant to Section 4.01, 5.03, 6.01 or 6.02;

(vii) any amounts payable in connection with the repurchase of any Mortgage Loan pursuant to Section 3.03 and all amounts required to be deposited by the Company in connection with a shortfall in principal amount of any Qualified Substitute Mortgage Loan pursuant to Section 3.03;

(viii) with respect to each Principal Prepayment an amount (to be paid by the Company out of its funds) which, when added to all amounts allocable to interest received in connection with the Principal Prepayment, equals one month's interest on the amount of principal so prepaid at the Mortgage Loan Remittance Rate;

(ix) any amounts required to be deposited by the Company pursuant to Section 4.11 in connection with the deductible clause in any blanket hazard insurance policy;

(x) any amounts received with respect to or related to any REO Property and all REO Disposition Proceeds pursuant to Section 4.16; and

(xi) an amount from the Subsidy Account that when added to the Mortgagor’s payment will equal the full monthly amount due under the related Mortgage Note.

The foregoing requirements for deposit into the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Company into the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Company and the Company shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05.

Section 4.05Permitted Withdrawals From Custodial Account.

The Company shall, from time to time, withdraw funds from the Custodial Account for the following purposes:

(i)to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

(ii)to reimburse itself for Monthly Advances of the Company's funds made pursuant to Section 5.03, the Company's right to reimburse itself pursuant to this subclause (ii) being limited to amounts received on the related Mortgage Loan which represent late payments of principal and/or interest respecting which any such advance was made, it being understood that, in the case of any such reimbursement, the Company's right thereto shall be prior to the rights of Purchaser, except that, where the Company is required to repurchase a Mortgage Loan pursuant to Section 3.03 or 6.02, the Company's right to such reimbursement shall be subsequent to the payment to the Purchaser of the Repurchase Price pursuant to such sections and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

(iii)to reimburse itself for unreimbursed Servicing Advances, and for any unpaid Servicing Fees, the Company's right to reimburse itself pursuant to this subclause (iii) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Company from the Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Company's right thereto shall be prior to the rights of Purchaser, except that where the Company is required to repurchase a Mortgage Loan pursuant to Section 3.03 or 6.02, in which case the Company's right to such reimbursement shall be subsequent to the payment to the Purchaser of the Repurchase Price pursuant to such sections and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan. Upon Purchaser's request, the Company shall provide documentation supporting the Company's Servicing Advances;

(iv)to pay itself interest on funds deposited in the Custodial Account;

(v)to reimburse itself for expenses incurred and reimbursable to it pursuant to Section 8.01;

(vi)to pay any amount required to be paid pursuant to Section 4.16 related to any REO Property, it being understood that, in the case of any such expenditure or withdrawal related to a particular REO Property, the amount of such expenditure or withdrawal from the Custodial Account shall be limited to amounts on deposit in the Custodial Account with respect to the related REO Property;

(vii)to reimburse itself for any Servicing Advances or REO expenses after liquidation of the Mortgaged Property not otherwise reimbursed above;

(viii)to remove funds inadvertently placed in the Custodial Account by the Company; and

(ix)to clear and terminate the Custodial Account upon the termination of this Agreement.

In the event that the Custodial Account is interest bearing, on each Remittance Date, the Company shall withdraw all funds from the Custodial Account except for those amounts which, pursuant to Section 5.01, the Company is not obligated to remit on such Remittance Date. The Company may use such withdrawn funds only for the purposes described in this Section 4.05.

Section 4.06Establishment of and Deposits to Escrow Account.

The Company shall segregate and hold all funds collected and received pursuant to a Mortgage Loan constituting Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts, in the form of time deposit or demand accounts, titled, "Wells Fargo Bank, N.A., in trust for the Purchaser and/or subsequent purchasers of Residential Mortgage Loans, and various Mortgagors - T & I." The Escrow Accounts shall be established with a Qualified Depository, in a manner which shall provide maximum available insurance thereunder. Upon request of the Purchaser and within ten (10) days thereof, the Company shall provide the Purchaser with written confirmation of the existence of such Escrow Account. Funds deposited in the Escrow Account may be drawn on by the Company in accordance with Section 4.07.

The Company shall deposit in the Escrow Account or Accounts within one (1) Business Days of Company’s receipt, and retain therein:

(i) all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any such items as required under the terms of this Agreement;

(ii) all amounts representing Insurance Proceeds or Condemnation Proceeds which are to be applied to the restoration or repair of any Mortgaged Property; and

(iii) all payments on account of Buydown Funds.

The Company shall make withdrawals from the Escrow Account only to effect such payments as are required under this Agreement, as set forth in Section 4.07. The Company shall be entitled to retain any interest paid on funds deposited in the Escrow Account by the depository institution, other than interest on escrowed funds required by law to be paid to the Mortgagor. To the extent required by law, the Company shall pay interest on escrowed funds to the Mortgagor notwithstanding that the Escrow Account may be non-interest bearing or that interest paid thereon is insufficient for such purposes.

Section 4.07Permitted Withdrawals From Escrow Account.

Withdrawals from the Escrow Account or Accounts may be made by the Company only:

(i) to effect timely payments of ground rents, taxes, assessments, water rates, mortgage insurance premiums, condominium charges, fire and hazard insurance premiums or other items constituting Escrow Payments for the related Mortgage;

(ii) to reimburse the Company for any Servicing Advances made by the Company pursuant to Section 4.08 with respect to a related Mortgage Loan, but only from amounts received on the related Mortgage Loan which represent late collections of Escrow Payments thereunder;

(iii) to refund to any Mortgagor any funds found to be in excess of the amounts required under the terms of the related Mortgage Loan;

(iv) for transfer to the Custodial Account and application to reduce the principal balance of the Mortgage Loan in accordance with the terms of the related Mortgage and Mortgage Note;

(v) for application to restoration or repair of the Mortgaged Property in accordance with the procedures outlined in Section 4.14;

(vi) to pay to the Company, or any Mortgagor to the extent required by law, any interest paid on the funds deposited in the Escrow Account;

(vii) to remove funds inadvertently placed in the Escrow Account by the Company;

(viii) to remit to Purchaser payments on account of Buydown Funds as applicable; and

(ix) to clear and terminate the Escrow Account on the termination of this Agreement.

Section 4.08Payment of Taxes, Insurance and Other Charges.

With respect to each Mortgage Loan, the Company shall maintain accurate records reflecting the status of ground rents, taxes, assessments, water rates, sewer rents, and other charges which are or may become a lien upon the Mortgaged Property and the status of PMI Policy premiums and fire and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges (including renewal premiums) and shall effect payment thereof prior to the applicable penalty or termination date, employing for such purpose deposits of the Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Company in amounts sufficient for such purposes, as allowed under the terms of the Mortgage. The Company assumes full responsibility for the timely payment of all such bills and shall effect timely payment of all such charges irrespective of each Mortgagor's faithful performance in the payment of same or the making of the Escrow Payments, and the Company shall make advances from its own funds to effect such payments.

Section 4.09Protection of Accounts.

The Company may transfer the Custodial Account, the Subsidy Account or the Escrow Account to a different Qualified Depository from time to time with prior written notice to Purchaser.

Section 4.10Maintenance of Hazard Insurance.

The Company shall cause to be maintained for each Mortgage Loan hazard insurance such that all buildings upon the Mortgaged Property are insured by an insurer acceptable to Fannie Mae or Freddie Mac against loss by fire, hazards of extended coverage and such other hazards as are customary in the area where the Mortgaged Property is located, in an amount which is at least equal to the lesser of (i) 100% of the insurable value, on a replacement cost basis, of the improvements on the related Mortgaged Property, and (ii) the greater of (a) the outstanding principal balance of the Mortgage Loan and (b) an amount such that the proceeds of such insurance shall be sufficient to prevent the application to the Mortgagor or the loss payee of any coinsurance clause under the policy. In the event a hazard insurance policy shall be in danger of being terminated, or in the event the insurer shall cease to be acceptable to Fannie Mae or Freddie Mac, the Company shall notify the Purchaser and the related Mortgagor, and shall use its best efforts, as permitted by applicable law, to obtain from another qualified insurer a replacement hazard insurance policy substantially and materially similar in all respects to the original policy. In no event, however, shall a Mortgage Loan be without a hazard insurance policy at any time, subject only to Section 4.11 hereof.

If upon origination of the Mortgage Loan, the related Mortgaged Property was located in an area identified by the Flood Emergency Management Agency as having special flood hazards (and such flood insurance has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect with a generally acceptable insurance carrier acceptable to Fannie Mae or Freddie Mac in an amount representing coverage equal to the lesser of (i) the minimum amount required, under the terms of coverage, to compensate for any damage or loss on a replacement cost basis (or the unpaid balance of the mortgage if replacement cost coverage is not available for the type of building insured) and (ii) the maximum amount of insurance which is available under the Flood Disaster Protection Act of 1973, as amended. If at any time during the term of the Mortgage Loan, the Company determines in accordance with applicable law that a Mortgaged Property is located in a special flood hazard area and is not covered by flood insurance or is covered in an amount less than the amount required by the Flood Disaster Protection Act of 1973, as amended, the Company shall notify the related Mortgagor that the Mortgagor must obtain such flood insurance coverage, and if said Mortgagor fails to obtain the required flood insurance coverage within forty-five (45) days after such notification, the Company shall immediately force place the required flood insurance on the Mortgagor’s behalf, as permitted by applicable law.

If a Mortgage is secured by a unit in a condominium project, the Company shall verify that the coverage required of the owner's association, including hazard, flood, liability, and fidelity coverage, is being maintained in accordance with then current Fannie Mae requirements, and secure from the owner's association its agreement to notify the Company promptly of any change in the insurance coverage or of any condemnation or casualty loss that may have a material effect on the value of the Mortgaged Property as security.

In the event that any Purchaser or the Company shall determine that the Mortgaged Property should be insured against loss or damage by hazards and risks not covered by the insurance required to be maintained by the Mortgagor pursuant to the terms of the Mortgage, the Company shall communicate and consult with the Mortgagor with respect to the need for such insurance and bring to the Mortgagor's attention the required amount of coverage for the Mortgaged Property and if the Mortgagor does not obtain such coverage, the Company shall immediately force place the required coverage on the Mortgagor’.

All policies required hereunder shall name the Company as loss payee and shall be endorsed with standard or union mortgagee clauses, without contribution, which shall provide for at least 30 days prior written notice of any cancellation, reduction in amount or material change in coverage.

The Company shall not interfere with the Mortgagor's freedom of choice in selecting either his insurance carrier or agent, provided, however, that the Company shall not accept any such insurance policies from insurance companies unless such companies are acceptable to Fannie Mae and Freddie Mac and are licensed to do business in the jurisdiction in which the Mortgaged Property is located. The Company shall determine that such policies provide sufficient risk coverage and amounts, that they insure the property owner, and that they properly describe the property address.

Pursuant to Section 4.04, any amounts collected by the Company under any such policies (other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the related Mortgaged Property, or property acquired in liquidation of the Mortgage Loan, or to be released to the Mortgagor, in accordance with the Company's normal servicing procedures as specified in Section 4.14) shall be deposited in the Custodial Account subject to withdrawal pursuant to Section 4.05.

Section 4.11Maintenance of Mortgage Impairment Insurance.

In the event that the Company shall obtain and maintain a blanket policy insuring against losses arising from fire and hazards covered under extended coverage on all of the Mortgage Loans, then, to the extent such policy provides coverage in an amount equal to the amount required pursuant to Section 4.10 and otherwise complies with all other requirements of Section 4.10, it shall conclusively be deemed to have satisfied its obligations as set forth in Section 4.10. The Company shall prepare and make any claims on the blanket policy as deemed necessary by the Company in accordance with Accepted Servicing Practices. Any amounts collected by the Company under any such policy relating to a Mortgage Loan shall be deposited in the Custodial Account subject to withdrawal pursuant to Section 4.05. Such policy may contain a deductible clause, in which case, in the event that there shall not have been maintained on the related Mortgaged Property a policy complying with Section 4.10, and there shall have been a loss which would have been covered by such policy, the Company shall deposit in the Custodial Account at the time of such loss the amount not otherwise payable under the blanket policy because of such deductible clause, such amount to be deposited from the Company's funds, without reimbursement therefor. Upon request of the Purchaser, the Company shall cause to be delivered to such Purchaser a certificate of insurance and a statement from the insurer thereunder that such policy shall in no event be terminated or materially modified without 30 days' prior written notice to such Purchaser.

Section 4.12Maintenance of Fidelity Bond and Errors and Omissions Insurance.

The Company shall maintain with responsible companies, at its own expense, a blanket Fidelity Bond and an Errors and Omissions Insurance Policy, with broad coverage on all officers, employees or other Persons acting in any capacity requiring such Persons to handle funds, money, documents or papers relating to the Mortgage Loans ("Company Employees"). Any such Fidelity Bond and Errors and Omissions Insurance Policy shall be in the form of the Mortgage Banker's Blanket Bond and shall protect and insure the Company against losses, including forgery, theft, embezzlement, fraud, errors and omissions and negligent acts of such Company Employees. Such Fidelity Bond and Errors and Omissions Insurance Policy also shall protect and insure the Company against losses in connection with the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby. No provision of this Section 4.12 requiring such Fidelity Bond and Errors and Omissions Insurance Policy shall diminish or relieve the Company from its duties and obligations as set forth in this Agreement. The minimum coverage under any such bond and insurance policy shall be with a company acceptable to Fannie Mae or Freddie Mac and in amounts at least equal to the amounts acceptable to Fannie Mae or Freddie Mac. Upon the request of any Purchaser, the Company shall cause to be delivered to such Purchaser a certified true copy of such fidelity bond and insurance policy and a statement from the surety and the insurer that such fidelity bond and insurance policy shall in no event be terminated or materially modified without 30 days' prior written notice to the Purchaser.

Section 4.13Inspections.

If any Mortgage Loan is more than 60 days delinquent, the Company immediately shall inspect the Mortgaged Property and shall conduct subsequent inspections in accordance with Accepted Servicing Practices or as may be required by the primary mortgage guaranty insurer. The Company shall keep a record of each such inspection and shall provide the Purchaser with copies of such upon request.

Section 4.14Restoration of Mortgaged Property.

The Company need not obtain the approval of the Purchaser prior to releasing any Insurance Proceeds or Condemnation Proceeds to the Mortgagor to be applied to the restoration or repair of the Mortgaged Property if such release is in accordance with Accepted Servicing Practices. For claims greater than $15,000, at a minimum the Company shall comply with the following conditions in connection with any such release of Insurance Proceeds or Condemnation Proceeds:

(i)the Company shall receive satisfactory independent verification of completion of repairs and issuance of any required approvals with respect thereto;

(ii)the Company shall take all steps necessary to preserve the priority of the lien of the Mortgage, including, but not limited to requiring waivers with respect to mechanics' and materialmen's liens;

(iii)the Company shall verify that the Mortgage Loan is not in default; and

(iv)pending repairs or restoration, the Company shall place the Insurance Proceeds or Condemnation Proceeds in the Escrow Account.

If the Purchaser is named as an additional loss payee, the Company is hereby empowered to endorse any loss draft issued in respect of such a claim in the name of the Purchaser.

Section 4.15Maintenance of PMI Policy; Claims.

Each Mortgage Loan has an LTV as indicated on the Mortgage Loan Schedule and Electronic Data File. Except as indicated on the Electronic Data File, with respect to each Mortgage Loan with an LTV in excess of 80% at the time of origination, the Company shall, without any cost to the Purchaser maintain or cause the Mortgagor to maintain in full force and effect a PMI Policy or LPMI Policy insuring a portion of the unpaid principal balance of the Mortgage Loan as to payment defaults. If the Mortgage Loan is insured by a PMI Policy for which the Mortgagor pays all premiums, the coverage will remain in place until (i) the LTV decreases to 78% or (ii) the PMI Policy is otherwise terminated pursuant to the Homeowners Protection Act of 1998, 12 USC 4901, et seq. In the event that such PMI Policy shall be terminated other than as required by law, the Company shall obtain from another Qualified Insurer a comparable replacement policy, with a total coverage equal to the remaining coverage of such terminated PMI Policy. If the insurer shall cease to be a Qualified Insurer, the Company shall determine whether recoveries under the PMI Policy and LPMI Policy are jeopardized for reasons related to the financial condition of such insurer, it being understood that the Company shall in no event have any responsibility or liability for any failure to recover under the PMI Policy or LPMI Policy for such reason. If the Company determines that recoveries are so jeopardized, it shall notify the Purchaser and the Mortgagor, if required, and obtain from another Qualified Insurer a replacement insurance policy. The Company shall not take any action which would result in noncoverage under any applicable PMI Policy or LPMI Policy of any loss which, but for the actions of the Company would have been covered thereunder. In connection with any assumption or substitution agreement entered into or to be entered into pursuant to Section 6.01, the Company shall promptly notify the insurer under the related PMI Policy or LPMI Policy, if any, of such assumption or substitution of liability in accordance with the terms of such PMI Policy or LPMI Policy and shall take all actions which may be required by such insurer as a condition to the continuation of coverage under such PMI Policy or LPMI Policy. If such PMI Policy is terminated as a result of such assumption or substitution of liability, the Company shall obtain a replacement PMI Policy or LPMI Policy as provided above.

In connection with its activities as servicer, the Company agrees to prepare and present, on behalf of itself and the Purchaser, claims to the insurer under any PMI Policy in a timely fashion in accordance with the terms of such PMI Policy and, in this regard, to take such action as shall be necessary to permit recovery under any PMI Policy respecting a defaulted Mortgage Loan. Pursuant to Section 4.04, any amounts collected by the Company under any PMI Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 4.05.

Section 4.16Title, Management and Disposition of REO Property.

In the event that title to any Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the Purchaser, or in the event the Purchaser is not authorized or permitted to hold title to real property in the state where the REO Property is located, or would be adversely affected under the "doing business" or tax laws of such state by so holding title, the deed or certificate of sale shall be taken in the name of such Person or Persons as shall be consistent with an Opinion of Counsel obtained by the Company from any attorney duly licensed to practice law in the state where the REO Property is located. The Person or Persons holding such title other than the Purchaser shall acknowledge in writing that such title is being held as nominee for the Purchaser.

The Purchaser shall have the option to manage and operate the REO Property provided the Purchaser gives written notice of its intention to do so within thirty (30) days after such REO Property is acquired in foreclosure or by deed in lieu of foreclosure. The election by the Purchaser to manage the REO Property shall not constitute a termination of any rights of the Company pursuant to Section 11.02. Upon the Company's receipt of such written notice, it shall be relived of any obligation to manage, conserve, protect, operate, dispose or sell the Mortgaged Property for the Purchaser, or its designee. All such duties will become the obligation of the Purchaser, or its designee. In such connection, upon the Mortgaged Property being acquired on behalf of the Purchaser, or its designee, the Company shall fully cooperate with Purchaser to transfer management of the REO Property to Purchaser, or its designee, and shall immediately submit a statement of expenses to the Purchaser for reimbursement within 30 days for all Monthly Advances and Servicing Advances. If Company does not receive reimbursement of such expenses from the Purchaser within the 30-days of the statement of expenses, Company shall be permitted to withdraw such amount from the Custodial Account pursuant to Section 4.05.

In the event the Purchaser does not elect to manage an REO Property, the Company shall manage, conserve and protect the related REO Property for the Purchaser. The Company, either itself or through an agent selected by the Company, shall manage the REO Property in the same manner that it manages, conserves, protects and operates other foreclosed property for its own account, and in the same manner that similar property in the same locality as the REO Property is managed. The Company shall attempt to sell the same (and may temporarily rent the same for a period not greater than one year, except as otherwise provided below) on such terms and conditions as the Company deems to be in the best interest of the Purchaser.

The Company shall use its best efforts to dispose of the REO Property as soon as possible and shall sell such REO Property in any event within one year after title has been taken to such REO Property, unless (i) a REMIC election has not been made with respect to the arrangement under which the Mortgage Loans and the REO Property are held, and (ii) the Company determines, and gives an appropriate notice to the Purchaser to such effect, that a longer period is necessary for the orderly liquidation of such REO Property. If a period longer than one year is permitted under the foregoing sentence and is necessary to sell any REO Property, (i) the Company shall report monthly to the Purchaser as to the progress being made in selling such REO Property and (ii) if, with the written consent of the Purchaser, a purchase money mortgage is taken in connection with such sale, such purchase money mortgage shall name the Company as mortgagee, and such purchase money mortgage shall not be held pursuant to this Agreement, but instead a separate participation agreement among the Company and Purchaser shall be entered into with respect to such purchase money mortgage.

The Company shall also maintain on each REO Property fire and hazard insurance with extended coverage in amount which is at least equal to the maximum insurable value of the improvements which are a part of such property, liability insurance and, to the extent required and available under the Flood Disaster Protection Act of 1973, as amended, flood insurance in the amount required above.

The disposition of REO Property shall be carried out by the Company at such price, and upon such terms and conditions, as the Company deems to be in the best interests of the Purchaser. The proceeds of sale of the REO Property shall be promptly deposited in the Custodial Account. As soon as practical thereafter the expenses of such sale shall be paid and the Company shall reimburse itself for any related unreimbursed Servicing Advances, unpaid Servicing Fees and unreimbursed advances made pursuant to Section 5.03. On the Remittance Date immediately following the Principal Prepayment Period in which such sale proceeds are received the net cash proceeds of such sale remaining in the Custodial Account shall be distributed to the Purchaser.

The Company shall withdraw the Custodial Account funds necessary for the proper operation management and maintenance of the REO Property, including the cost of maintaining any hazard insurance pursuant to Section 4.10 and the fees of any managing agent of the Company, or the Company itself. The Company shall make monthly distributions on each Remittance Date to the Purchaser of the net cash flow from the REO Property (which shall equal the revenues from such REO Property net of the expenses described in the Section 4.16 and of any reserves reasonably required from time to time to be maintained to satisfy anticipated liabilities for such expenses).

Section 4.17Real Estate Owned Reports.

Together with the statement furnished pursuant to Section 5.02, the Company shall furnish to the Purchaser on or before the Remittance Date each month a statement with respect to any REO Property covering the operation of such REO Property for the previous month and the Company's efforts in connection with the sale of such REO Property and any rental of such REO Property incidental to the sale thereof for the previous month. That statement shall be accompanied by such other information as the Purchaser shall reasonably request.

Section 4.18Liquidation Reports.

Upon the foreclosure sale of any Mortgaged Property or the acquisition thereof by the Purchaser pursuant to a deed in lieu of foreclosure, the Company shall submit to the Purchaser a liquidation report with respect to such Mortgaged Property.

Section 4.19Reports of Foreclosures and Abandonments of Mortgaged Property.

Following the foreclosure sale or abandonment of any Mortgaged Property, the Company shall report such foreclosure or abandonment as required pursuant to Section 6050J of the Code. The Company shall file information reports with respect to the receipt of mortgage interest received in a trade or business and information returns relating to cancellation of indebtedness income with respect to any Mortgaged Property as required by the Code. Such reports shall be in form and substance sufficient to meet the reporting requirements imposed by the Code.

Section 4.20Application of Buydown Funds.

With respect to each Buydown Mortgage Loan, the Company shall have deposited into the Escrow Account, no later than the last day of the month, Buydown Funds in an amount equal to the aggregate undiscounted amount of payments that, when added to the amount the Mortgagor on such Mortgage Loan is obligated to pay on all Due Dates in accordance with the terms of the Buydown Agreement, is equal to the full scheduled Monthly Payments which are required to be paid by the Mortgagor under the terms of the related Mortgage Note (without regard to the related Buydown Agreement as if the Mortgage Loan were not subject to the terms of the Buydown Agreement). With respect to each Buydown Mortgage Loan, the Company will distribute to the Purchaser on each Remittance Date an amount of Buydown Funds equal to the amount that, when added to the amount required to be paid on such date by the related Mortgagor, pursuant to and in accordance with the related Buydown Agreement, equals the full Monthly Payment that would otherwise be required to be paid on such Mortgage Loan by the related Mortgagor under the terms of the related Mortgage Note (as if the Mortgage Loan were not a Buydown Mortgage Loan and without regard to the related Buydown Agreement).

If the Mortgagor on a Buydown Mortgage Loan defaults on such Mortgage Loan during the Buydown Period and the Mortgaged Property securing such Buydown Mortgage Loan is sold in the liquidation thereof (either by the Company or the insurer under any related Primary Insurance Policy) the Company shall, on the Remittance Date following the date upon which Liquidation Proceeds or REO Disposition proceeds are received with respect to any such Buydown Mortgage Loan, distribute to the Purchaser all remaining Buydown Funds for such Mortgage Loan then remaining in the Escrow Account. Pursuant to the terms of each Buydown Agreement, any amounts distributed to the Purchaser in accordance with the preceding sentence will be applied to reduce the outstanding principal balance of the related Buydown Mortgage Loan. If a Mortgagor on a Buydown Mortgage Loan prepays such Mortgage Loan in its entirety during the related Buydown Period, the Company shall be required to withdraw from the Escrow Account any Buydown Funds remaining in the Escrow Account with respect to such Buydown Mortgage Loan in accordance with the related Buydown Agreement. If a principal prepayment by a Mortgagor on a Buydown Mortgage Loan during the related Buydown Period, together with any Buydown Funds then remaining in the Escrow Account related to such Buydown Mortgage Loan, would result in a principal prepayment of the entire unpaid principal balance of the Buydown Mortgage Loan, the Company shall distribute to the Purchaser on the Remittance Date occurring in the month immediately succeeding the month in which such Principal Prepayment is received, all Buydown Funds related to such Mortgage Loan so remaining in the Escrow Account, together with any amounts required to be deposited into the Custodial Account.

Section 4.21Notification of Adjustments.

With respect to each adjustable rate Mortgage Loan, the Company shall adjust the Mortgage Interest Rate on the related Interest Rate Adjustment Date in compliance with the requirements of applicable law and the related Mortgage and Mortgage Note. The Company shall execute and deliver any and all necessary notices required under applicable law and the terms of the related Mortgage Note and Mortgage regarding the Mortgage Interest Rate adjustments. Upon the discovery by the Company or the receipt of notice from the Purchaser that the Company has failed to adjust a Mortgage Interest Rate in accordance with the terms of the related Mortgage Note, the Company shall immediately deposit in the Custodial Account from its own funds the amount of any interest loss or deferral caused the Purchaser thereby.

Section 4.22Confidentiality/Protection of Customer Information.

The Company shall keep confidential and shall not divulge to any party, without the Purchaser's prior written consent, the price paid by the Purchaser for the Mortgage Loans, except to the extent that it is reasonable and necessary for the Company to do so in working with legal counsel, auditors, taxing authorities or other governmental agencies. Each party agrees that it shall comply with all applicable laws and regulations regarding the privacy or security of Customer Information and shall maintain appropriate administrative, technical and physical safeguards to protect the security, confidentiality and integrity of Customer Information, including maintaining security measures designed to meet the Interagency Guidelines Establishing Standards for Safeguarding Customer Information, 66 Fed. Reg. 8616 (the “Interagency Guidelines”), if applicable. For purposes of this Section 4.22, the term “Customer Information” shall have the meaning assigned to it in the Interagency Guidelines.

Section 4.23Fair Credit Reporting Act

The Company, in its capacity as servicer for each Mortgage Loan, agrees to fully furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis.

Section 4.24Establishment of and Deposits to Subsidy Account.

The Company shall segregate and hold all Subsidy Funds collected and received pursuant to the Subsidy Loans separate and apart from any of its own funds and general assets and shall establish and maintain one or more Subsidy Accounts, in the form of time deposit or demand accounts, titled “Wells Fargo Bank, N.A., in trust for the Purchaser, its successors or assigns, and/or subsequent purchasers of residential Mortgage Loans, and various Mortgagors.” The Subsidy Account shall be an eligible deposit account established with an eligible institution.

The Company shall, from time to time, withdraw funds from the Subsidy Account for the following purposes:

(i) to deposit in the Custodial Account in the amounts and in the manner provided for in Section 4.04(xi);

(ii) to transfer funds to another eligible institution in accordance with Section 4.09 hereof;

(iii)to withdraw funds deposited in error; and

(iv) to clear and terminate the Subsidy Account upon the termination of this Agreement.

Notwithstanding anything to the contrary elsewhere in this Agreement, the Company may employ the Escrow Account as the Subsidy Account to the extent that the Company can separately identify any Subsidy Funds deposited therein.

Section 4.25Use of Subservicers and Subcontractors.

The Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Company under this Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (a) of this Section 4.25. The Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Company under this Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (b) of this Section 4.25.

(a)It shall not be necessary for the Company to seek the consent of the Purchaser or any Depositor to the utilization of any Subservicer. The Company shall cause any Subservicer used by the Company (or by any Subservicer) for the benefit of the Purchaser and any Depositor to comply with the provisions of this Section 4.25 and with Sections 6.04, 6.06, 9.01(e)(iii), 9.01(e)(v) and 9.01(f) of this Agreement to the same extent as if such Subservicer were the Company, and to provide the information required with respect to such Subservicer under Section 9.01(e)(iv) of this Agreement. The Company shall be responsible for obtaining from each Subservicer and delivering to the Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 6.06 as and when required to be delivered.

(b)It shall not be necessary for the Company to seek the consent of the Purchaser or any Depositor to the utilization of any Subcontractor. The Company shall promptly upon request provide to the Purchaser and any Depositor (or any designee of the Depositor, such as a master servicer or administrator) a written description (in form and substance satisfactory to the Purchaser and such Depositor) of the role and function of each Subcontractor utilized by the Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Company shall cause any such Subcontractor used by the Company (or by any Subservicer) for the benefit of the Purchaser and any Depositor to comply with the provisions of Sections 6.06 and 9.01(f) of this Agreement to the same extent as if such Subcontractor were the Company. The Company shall be responsible for obtaining from each Subcontractor and delivering to the Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 6.06, in each case as and when required to be delivered.

ARTICLE V

PAYMENTS TO PURCHASER

Section 5.01Remittances.

On each Remittance Date the Company shall remit by wire transfer of immediately available funds to the Purchaser (a) all amounts deposited in the Custodial Account as of the close of business on the Determination Date (net of charges against or withdrawals from the Custodial Account pursuant to Section 4.05), plus (b) all amounts, if any, which the Company is obligated to distribute pursuant to Section 5.03, minus (c) any amounts attributable to Principal Prepayments received after the applicable Principal Prepayment Period which amounts shall be remitted on the following Remittance Date, together with any additional interest required to be deposited in the Custodial Account in connection with such Principal Prepayment in accordance with Section 4.04(viii); minus (d) any amounts attributable to Monthly Payments collected but due on a Due Date or Dates subsequent to the first day of the month of the Remittance Date, and minus (e) any amounts attributable to Buydown Funds being held in the Custodial Account, which amounts shall be remitted on the Remittance Date next succeeding the Due Period for such amounts.

With respect to any remittance received by the Purchaser after the Business Day on which such payment was due, the Company shall pay to the Purchaser interest on any such late payment at an annual rate equal to the Prime Rate, adjusted as of the date of each change, plus three percentage points, but in no event greater than the maximum amount permitted by applicable law. Such interest shall cover the period commencing with the day following the Business Day such payment was due and ending with the Business Day on which such payment is made to the Purchaser, both inclusive. Such interest shall be remitted by wire transfer of immediately available funds within one Business Day following agreement by the Purchaser and the Company of the penalty amount. The payment by the Company of any such interest shall not be deemed an extension of time for payment or a waiver of any Event of Default by the Company.

Section 5.02Statements to Purchaser.

Not later than the Remittance Date, the Company shall furnish to the Purchaser a monthly remittance advice in the standard form of electronic Alltel® file, as to the period ending on the last day of the preceding month. If requested by the Purchaser prior to the related Closing Date, the first monthly remittance advice due to the Purchaser following such Closing Date shall be furnished by the 12^th calendar day, or if such day is not a Business Day, then the preceding Business Day.

Section 5.03Monthly Advances by Company.

On the Business Day immediately preceding each Remittance Date, the Company shall deposit in the Custodial Account from its own funds or from amounts held for future distribution an amount equal to all Monthly Payments (with interest adjusted to the Mortgage Loan Remittance Rate) which were due on the Mortgage Loans during the applicable Due Period and which were delinquent at the close of business on the immediately preceding Determination Date or which were deferred pursuant to Section 4.01. Any amounts held for future distribution and so used shall be replaced by the Company by deposit in the Custodial Account on or before any future Remittance Date if funds in the Custodial Account on such Remittance Date shall be less than payments to the Purchaser required to be made on such Remittance Date. The Company's obligation to make such Monthly Advances as to any Mortgage Loan will continue through the last Monthly Payment due prior to the payment in full of the Mortgage Loan, or through the last Remittance Date prior to the Remittance Date for the distribution of all Liquidation Proceeds and other payments or recoveries (including REO Disposition Proceeds, Insurance Proceeds and Condemnation Proceeds) with respect to the Mortgage Loan; provided, however, that such obligation shall cease if the Company determines, in its sole reasonable opinion, that advances with respect to such Mortgage Loan are non-recoverable by the Company from Liquidation Proceeds, Insurance Proceeds, REO Disposition Proceeds, Condemnation Proceeds, or otherwise with respect to a particular Mortgage Loan. In the event that the Company determines that any such advances are non-recoverable, the Company shall provide the Purchaser with a certificate signed by two officers of the Company evidencing such determination.

ARTICLE VI

GENERAL SERVICING PROCEDURES

Section 6.01Transfers of Mortgaged Property.

The Company shall use its best efforts to enforce any "due-on-sale" provision contained in any Mortgage or Mortgage Note and to deny assumption by the Person to whom the Mortgaged Property has been or is about to be sold whether by absolute conveyance or by contract of sale, and whether or not the Mortgagor remains liable on the Mortgage and the Mortgage Note. When the Mortgaged Property has been conveyed by the Mortgagor, the Company shall, to the extent it has knowledge of such conveyance, immediately notify the Purchaser and exercise its rights to accelerate the maturity of such Mortgage Loan under the "due-on-sale" clause applicable thereto, provided, however, that the Company shall not exercise such rights if prohibited by law from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related PMI Policy, if any.

If the Company reasonably believes it is unable under applicable law to enforce such "due-on-sale" clause, the Company shall enter into (i) an assumption and modification agreement with the Person to whom such property has been conveyed, pursuant to which such Person becomes liable under the Mortgage Note and the original Mortgagor remains liable thereon or (ii) in the event the Company is unable under applicable law to require that the original Mortgagor remain liable under the Mortgage Note and the Company has the prior consent of the primary mortgage guaranty insurer, a substitution of liability agreement with the purchaser of the Mortgaged Property pursuant to which the original Mortgagor is released from liability and the purchaser of the Mortgaged Property is substituted as Mortgagor and becomes liable under the Mortgage Note. If an assumption fee is collected by the Company for entering into an assumption agreement the fee will be retained by the Company as additional servicing compensation. In connection with any such assumption, neither the Mortgage Interest Rate borne by the related Mortgage Note, the term of the Mortgage Loan, the outstanding principal amount of the Mortgage Loan nor any other materials terms shall be changed without Purchaser’s consent.

To the extent that any Mortgage Loan is assumable, the Company shall inquire diligently into the credit worthiness of the proposed transferee, and shall use the underwriting criteria for approving the credit of the proposed transferee which are used with respect to underwriting mortgage loans of the same type as the Mortgage Loans. If the credit of the proposed transferee does not meet such underwriting criteria, the Company diligently shall, to the extent permitted by the Mortgage or the Mortgage Note and by applicable law, accelerate the maturity of the Mortgage Loan.

Section 6.02Satisfaction of Mortgages and Release of Mortgage Loan Documents.

Upon the payment in full of any Mortgage Loan, or the receipt by the Company of a notification that payment in full will be escrowed in a manner customary for such purposes, the Company shall notify the Purchaser in the Monthly Remittance Advice as provided in Section 5.02, and may request the release of any Mortgage Loan Documents.

If the Company satisfies or releases a Mortgage without first having obtained payment in full of the indebtedness secured by the Mortgage or should the Company otherwise prejudice any rights the Purchaser may have under the mortgage instruments, upon written demand of the Purchaser, the Company shall repurchase the related Mortgage Loan at the Repurchase Price by deposit thereof in the Custodial Account within 2 Business Days of receipt of such demand by the Purchaser. The Company shall maintain the Fidelity Bond and Errors and Omissions Insurance Policy as provided for in Section 4.12 insuring the Company against any loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

Section 6.03Servicing Compensation.

As compensation for its services hereunder, the Company shall be entitled to withdraw from the Custodial Account or to retain from interest payments on the Mortgage Loans the amount of its Servicing Fee. The Servicing Fee shall be payable monthly and shall be computed on the basis of the outstanding principal balance and for the period respecting which any related interest payment on a Mortgage Loan is computed. The obligation of the Purchaser to pay the Servicing Fee is limited to, and payable solely from, the interest portion of such Monthly Payments.

Additional servicing compensation in the form of assumption fees, to the extent provided in Section 6.01, and late payment charges shall be retained by the Company to the extent not required to be deposited in the Custodial Account. The Company shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder and shall not be entitled to reimbursement thereof except as specifically provided for herein.

Section 6.04Annual Statements as to Compliance.

(i)The Company shall deliver to the Purchaser, on or before February 28, 2006, an Officer's Certificate, stating that (x) a review of the activities of the Company during the preceding calendar year and of performance under this Agreement or similar agreements has been made under such officer's supervision, and (y) to the best of such officer's knowledge, based on such review, the Company has fulfilled all its obligations under this Agreement throughout such year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof and the action being taken by the Company to cure such default.

(ii)On or before March 1 of each calendar year, commencing in 2007, the Company shall deliver to the Purchaser and any Depositor a statement of compliance addressed to the Purchaser and such Depositor and signed by an authorized officer of the Company, to the effect that (a) a review of the Company’s activities during the immediately preceding calendar year (or applicable portion thereof) and of its performance under this Agreement and any applicable Reconstitution Agreement during such period has been made under such officer’s supervision, and (b) to the best of such officers’ knowledge, based on such review, the Company has fulfilled all of its obligations under this Agreement and any applicable Reconstitution Agreement in all material respects throughout such calendar year (or applicable portion thereof) or, if there has been a failure to fulfill any such obligation in any material respect, specifically identifying each such failure known to such officer and the nature and the status thereof.

Section 6.05Annual Independent Public Accountants' Servicing Report.

Except with respect to Securitization Transactions occurring on or after January 1, 2006, on or before February 28, 2006, the Company, at its expense, shall cause a firm of independent public accountants which is a member of the American Institute of Certified Public Accountants to furnish a statement to each Purchaser to the effect that such firm has examined certain documents and records relating to the servicing of the mortgage loans similar in nature and that such firm is of the opinion that the provisions of this or similar agreements have been complied with, and that, on the basis of such examination conducted substantially in compliance with the Single Attestation Program for Mortgage Bankers, nothing has come to their attention which would indicate that such servicing has not been conducted in compliance therewith, except for (i) such exceptions as such firm shall believe to be immaterial, and (ii) such other exceptions as shall be set forth in such statement. By providing Purchaser a copy of a Uniform Single Attestation Program Report from their independent public accountant's on an annual basis, Company shall be considered to have fulfilled its obligations under this Section 6.05.

Section 6.06Report on Assessment of Compliance and Attestation.

With respect to any Mortgage Loans that are the subject of a Securitization Transaction occurring on or before March 1 of each calendar year, commencing in 2007, the Company shall:

(i) deliver to the Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Purchaser and such Depositor) regarding the Company’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Purchaser and such Depositor and signed by an authorized officer of the Company and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit D hereto;

(ii) deliver to the Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;

(iii) cause each Subservicer and each Subcontractor, determined by the Company pursuant to Section 425(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Purchaser and such Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section 6.06; and

(iv) deliver to the Purchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit E.

The Company acknowledges that the parties identified in clause (iv) above may rely on the certification provided by the Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission.

Section 6.07Remedies.

(i)Any failure by the Company, any Subservicer, any Subcontractor or any Third-Party Originator to deliver any information, report, certification, accountants’ letter or other material when and as required under Article 9, Section 6.04, Section 6.05 or Section 6.06, or any breach by the Company of a representation or warranty set forth in Section 9.01(e)(iv)(A), or in a writing furnished pursuant to Section 9.01(e)(iv)(B) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 9.01(e)(iv)(B) to the extent made as of a date subsequent to such closing date, shall, except as provided in sub-clause (ii) of this Section, immediately and automatically, without notice or grace period, constitute an Event of Default with respect to the Company under this Agreement and any applicable Reconstitution Agreement, and shall entitle the Purchaser or Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company as servicer under this Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in this Agreement or any applicable Reconstitution Agreement to the contrary) of any compensation to the Company; provided that to the extent than any provision of this Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

(ii)Any failure by the Company, any Subservicer or any Subcontractor to deliver any information, report, certification or accountants’ letter when and as required under Section 6.04, Section 6.05 or Section 6.06, including any failure by the Company to identify any Subcontract “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, which continues unremedied for ten (10) calendar days after the date on which such information, report, certification or accountants’ letter was required to be delivered shall constitute an Event of Default with respect to the Company under this Agreement and any applicable Reconstitution Agreement, and shall entitle the Purchaser or Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company under this Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in this Agreement to the contrary) of any compensation to the Company; provided that to the extent that any provision of this Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

(iii)The Company shall promptly reimburse the Purchaser (or any designee of the Purchaser, such as a master servicer) and any Depositor, as applicable, for all reasonable expenses incurred by the Purchaser (or such designee) or such Depositor, as such are incurred, in connection with the termination of the Company as servicer and the transfer of servicing of the Mortgage Loans to a successor servicer. The provisions of this paragraph shall not limit whatever rights the Purchaser or any Depositor may have under other provisions of this Agreement and/or any applicable Reconstitution Agreement or otherwise, whether in equity or at law, such as an action for damages, specific performance or injunctive relief.

Section 6.08Right to Examine Company Records.

The Purchaser, or its designee, shall have the right to examine and audit any and all of the books, records, or other information of the Company, whether held by the Company or by another on its behalf, with respect to or concerning this Agreement or the Mortgage Loans, during business hours or at such other times as may be reasonable under applicable circumstances, upon reasonable advance notice. The Purchaser shall pay its own expenses associated with such examination.

Section 6.09Compliance with REMIC Provisions.

If a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held, the Company shall not take any action, cause the REMIC to take any action or fail to take (or fail to cause to be taken) any action that, under the REMIC Provisions, if taken or not taken, as the case may be, could (i) endanger the status of the REMIC as a REMIC or (ii) result in the imposition of a tax upon the REMIC (including but not limited to the tax on “prohibited transactions” as defined Section 860(a)(2) of the Code and the tax on “contributions” to a REMIC set forth in Section 860(d) of the Code) unless the Company has received an Opinion of Counsel (at the expense of the party seeking to take such action) to the effect that the contemplated action will not endanger such REMIC status or result in the imposition of any such tax.

ARTICLE VII

COMPANY TO COOPERATE

Section 7.01Provision of Information.

During the term of this Agreement, the Company shall furnish to the Purchaser such periodic, special, or other reports or information, and copies or originals of any documents contained in the Servicing File for each Mortgage Loan provided for herein. All other special reports or information not provided for herein as shall be necessary, reasonable, or appropriate with respect to the Purchaser or any regulatory agency will be provided at the Purchaser’s expense. All such reports, documents or information shall be provided by and in accordance with all reasonable instructions and directions which the Purchaser may give.

The Company shall execute and deliver all such instruments and take all such action as the Purchaser may reasonably request from time to time, in order to effectuate the purposes and to carry out the terms of this Agreement.

Section 7.02Financial Statements; Servicing Facility.

In connection with marketing the Mortgage Loans, the Purchaser may make available to a prospective Purchaser a Consolidated Statement of Operations of the Company for the most recently completed two (2) fiscal years for which such a statement is available, as well as a Consolidated Statement of Condition at the end of the last two fiscal years covered by such Consolidated Statement of Operations. The Company also shall make available any comparable interim statements to the extent any such statements have been prepared by or on behalf of the Company (and are available upon request to members or stockholders of the Company or to the public at large).

The Company also shall make available to Purchaser or prospective Purchaser a knowledgeable financial or accounting officer for the purpose of answering questions respecting recent developments affecting the Company or the financial statements of the Company, and to permit any prospective purchaser to inspect the Company's servicing facilities for the purpose of satisfying such prospective purchaser that the Company has the ability to service the Mortgage Loans as provided in this Agreement.

ARTICLE VIII

THE COMPANY

Section 8.01Indemnification; Third Party Claims.

The Company shall indemnify the Purchaser and hold it harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and any other costs, fees and expenses that the Purchaser may sustain in any way related to the failure of the Company to perform its duties and service the Mortgage Loans in strict compliance with the terms of this Agreement. The Company immediately shall notify the Purchaser if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, assume (with the prior written consent of the Purchaser) the defense of any such claim and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or the Purchaser in respect of such claim. The Company shall follow any written instructions received from the Purchaser in connection with such claim. The Purchaser promptly shall reimburse the Company for all amounts advanced by it pursuant to the preceding sentence except when the claim is in any way related to the Company's indemnification pursuant to Section 3.03, or the failure of the Company to service and administer the Mortgage Loans in strict compliance with the terms of this Agreement.

Section 8.02Merger or Consolidation of the Company.

The Company shall keep in full effect its existence, rights and franchises and shall obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

Any Person into which the Company may be merged or consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Company shall be a party, or any Person succeeding to the business of the Company, shall be the successor of the Company hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding, provided, however, that the successor or surviving Person shall be an institution which is a Fannie Mae/Freddie Mac-approved company in good standing and has a net worth of no less than $25 million. Furthermore, in the event the Company transfers or otherwise disposes of all or substantially all of its assets to an affiliate of the Company, such affiliate shall satisfy the condition above, and shall also be fully liable to the Purchaser for all of the Company's obligations and liabilities hereunder.

Section 8.03Limitation on Liability of Company and Others.

Neither the Company nor any of the directors, officers, employees or agents of the Company shall be under any liability to the Purchaser 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 Company or any such Person against any breach of warranties or representations made herein, or failure to perform its obligations in strict compliance with any standard of care set forth in this Agreement or any other liability which would otherwise be imposed under this Agreement. The Company and any director, officer, employee or agent of the Company may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Company shall not be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its duties to service the Mortgage Loans in accordance with this Agreement and which in its opinion may involve it in any expense or liability, provided, however, that the Company may, with the consent of the Purchaser, undertake any such action which it may deem necessary or desirable in respect to this Agreement and the rights and duties of the parties hereto. In such event, the Company shall be entitled to reimbursement from the Purchaser of the reasonable legal expenses and costs of such action.

Section 8.04Limitation on Resignation and Assignment by Company.

The Purchaser has entered into this Agreement with the Company and subsequent Purchaser will purchase the Mortgage Loans in reliance upon the independent status of the Company, and the representations as to the adequacy of its servicing facilities, plant, personnel, records and procedures, its integrity, reputation and financial standing, and the continuance thereof. Therefore, the Company shall neither assign this Agreement or the servicing rights hereunder or delegate its rights or duties hereunder (other than pursuant to Section 4.01) or any portion hereof or sell or otherwise dispose of all of its property or assets without the prior written consent of the Purchaser, which consent shall not be unreasonably withheld.

The Company shall not resign from the obligations and duties hereby imposed on it except by mutual consent of the Company and the Purchaser or upon the determination that its duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Company. Any such determination permitting the resignation of the Company shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser which Opinion of Counsel shall be in form and substance acceptable to the Purchaser. No such resignation shall become effective until a successor shall have assumed the Company's responsibilities and obligations hereunder in the manner provided in Section 12.01.

Without in any way limiting the generality of this Section 8.04, in the event that the Company either shall assign this Agreement or the servicing responsibilities hereunder or delegate its duties hereunder (other than pursuant to Section 4.01) or any portion thereof or sell or otherwise dispose of all or substantially all of its property or assets, without the prior written consent of the Purchaser, then the Purchaser shall have the right to terminate this Agreement upon notice given as set forth in Section 10.01, without any payment of any penalty or damages and without any liability whatsoever to the Company or any third party.

ARTICLE IX

SECURITIZATION TRANSACTIONS; WHOLE LOAN TRANSFERS AND AGENCY TRANSFERS

Section 9.01Securitization Transactions; Whole Loan Transfers and Agency Transfers

The Purchaser and the Company agree that with respect to some or all of the Mortgage Loans, the Purchaser, at its sole option, may effect Whole Loan Transfers, Agency Transfer or Securitization Transactions, retaining the Company as the servicer thereof or subservicer if a master servicer is employed, or as applicable the "seller/servicer." On the Reconstitution Date, the Mortgage Loans transferred may cease to be covered by this Agreement; provided, however, that, in the event that any Mortgage Loan transferred pursuant to this Section 9.01 is rejected by the transferee, the Company shall continue to service such rejected Mortgage Loan on behalf of the Purchaser in accordance with the terms and provisions of this Agreement.

The Company shall cooperate with the Purchaser in connection with each Whole Loan Transfer, Agency Transfer or Securitization Transaction in accordance with this Section 9.01. In connection therewith:

(a) the Company shall make all representations and warranties with respect to the Mortgage Loans as of the related Closing Date and with respect to the Company itself as of the closing date of each Whole Loan Transfer, Agency Transfer or Securitization Transaction;

(b) the Company shall negotiate in good faith and execute any seller/servicer agreements required to effectuate the foregoing provided such agreements create no greater obligation or cost on the part of the Company than otherwise set forth in this Agreement;

(c) the Company shall provide as applicable:

(i) any and all information and appropriate verification of information which may be reasonably available to the Company, whether through letters of its auditors and counsel or otherwise, as the Purchaser shall request;

(ii) such additional representations, warranties, covenants, opinions of counsel, letters from auditors, and certificates of public officials or officers of the Company as are reasonably believed necessary by the trustee, any Rating Agency or the Purchaser, as the case may be, in connection with such Whole Loan Transfers, Agency Transfers or Securitization Transactions. The Purchaser shall pay all third party costs associated with the preparation of such information. The Company shall execute any seller/servicer agreements required within a reasonable period of time after receipt of such seller/servicer agreements which time shall be sufficient for the Seller and Seller's counsel to review such seller/servicer agreements. Under this Agreement, the Company shall retain a Servicing Fee for each Mortgage Loan, at no less than the applicable Servicing Fee Rate; and

(iii) at any time as required by any Rating Agency, such additional documents from the related Retained Mortgage File to the Custodian as may be required by such Rating Agency;

(d) the Company shall with respect to any Mortgage Loans that are subject to a Securitization Transaction occurring on or before December 31, 2005,in which the filing of a Sarbanes-Oxley Certification directly with the Commission is required, by February 28, 2006, or in connection with any additional Sarbanes-Oxley Certification required to be filed upon thirty (30) days written request, an officer of the Company shall execute and deliver an Officer’s Certification substantially in the form attached hereto as Exhibit F, to the entity filing the Sarbanes-Oxley Certification directly with the Commission (such as the Purchaser, any master servicer, any trustee or any depositor) for the benefit of such entity and such entity’s affiliates and the officers, directors and agents of such entity and such entity’s affiliates, and shall indemnify such entity or persons arising out of any breach of Company’s obligations or representations relating thereto as provided in such Officer’s Certification.

(e) the Company shall, in connection with any Securitization Transaction occurring on or after January 1, 2006, the Company shall (1) within five (5) Business Days following request by the Purchaser or any Depositor, provide to the Purchaser and such Depositor (or, as applicable, cause each Third-Party Originator and each Subservicer to provide), in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor, the information and materials specified in paragraphs (i), (ii), (iii) and (vii) of this subsection (e), and (2) as promptly as practicable following notice to or discovery by the Company, provide to the Purchaser and any Depositor (in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor) the information specified in paragraph (iv) of this subsection (e).

(i) if so requested by the Purchaser or any Depositor, the Company shall provide such information regarding (1) the Company, as originator of the Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), or (2) each Third-Party Originator, and (3) as applicable, each Subservicer, as is requested for the purpose of compliance with Items 1103(a)(1), 1105, 1110, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum:

(A) the originator’s form of organization;

(B) a description of the originator’s origination program and how long the originator has been engaged in originating residential mortgage loans, which description shall include a discussion of the originator’s experience in originating mortgage loans of a similar type as the Mortgage Loans; information regarding the size and composition of the originator’s origination portfolio; and information that may be material, in the good faith judgment of the Purchaser, to an analysis of the performance of the Mortgage Loans, including the originators’ credit-granting or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans and such other information as the Purchaser or any Depositor may reasonably request for the purpose of compliance with Item 1110(b)(2) of Regulation AB;

(C) a description of any material legal or governmental proceedings pending (or known to be contemplated) against the Company, each Third-Party Originator and each Subservicer; and

(D) a description of any affiliation or relationship between the Company, each Third-Party Originator, each Subservicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Company by the Purchaser or any Depositor in writing in advance of a Securitization Transaction:

(1) the sponsor;

(2)the depositor;

(3)the issuing entity;

(4)any servicer;

(5)any trustee;

(6)any originator;

(7)any significant obligor;

(8)any enhancement or support provider; and

(9)any other material transaction party.

(ii) If so requested by the Purchaser or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide) Static Pool Information with respect to the mortgage loans (of a similar type as the Mortgage Loans, as reasonably identified by the Purchaser as provided below) originated by (1) the Company, if the Company is an originator of Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), and/or (2) each Third-Party Originator. Such Static Pool Information shall be prepared by the Company (or Third-Party Originator) on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(1)-(3) of Regulation AB. To the extent that there is reasonably available to the Company (or Third-Party Originator) Static Pool Information with respect to more than one mortgage loan type, the Purchaser or any Depositor shall be entitled to specify whether some or all of such information shall be provided pursuant to this paragraph. The content of such Static Pool Information may be in the form customarily provided by the Company, and need not be customized for the Purchaser or any Depositor. Such Static Pool Information for each vintage origination year or prior securitized pool, as applicable, shall be presented in increments no less frequently than quarterly over the life of the mortgage loans included in the vintage origination year or prior securitized pool. The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference. The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Purchaser or the Depositor, as applicable.

If so requested by the Purchaser or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide), at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Agreement), such statements and agreed-upon procedures letters of certified public accountants reasonably acceptable to the Purchaser or Depositor, as applicable, pertaining to Static Pool Information relating to prior securitized pools for securitizations closed on or after January 1, 2006 or, in the case of Static Pool Information with respect to the Company’s or Third-Party Originator’s originations or purchases, to calendar months commencing January 1, 2006, as the Purchaser or such Depositor shall reasonably request. Such statements and letters shall be addressed to and be for the benefit of such parties as the Purchaser or such Depositor shall designate, which may include, by way of example, any sponsor, any Depositor and any broker dealer acting as underwriter, placement agent or initial purchaser with respect to a Securitization Transaction. Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Purchaser or such Depositor.

(iii) If so requested by the Purchaser or any Depositor, the Company shall provide such information regarding the Company, as servicer of the Mortgage Loans, and each Subservicer (each of the Company and each Subservicer, for purposes of this paragraph, a “Servicer”), as is requested for the purpose of compliance with Items 1108 of Regulation AB. Such information shall include, at a minimum:

(A) the Servicer’s form of organization;

(B) a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under this Agreement and any Reconstitution Agreements; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Purchaser or any Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation:

(1) whether any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing during the three-year period immediately preceding the related Securitization Transaction;

(2) the extent of outsourcing the Servicer utilizes;

(3) whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the related Securitization Transaction;

(4) whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and

(5) such other information as the Purchaser or any Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) of Regulation AB;

(C) a description of any material changes during the three-year period immediately preceding the related Securitization Transaction to the Servicer’s policies or procedures with respect to the servicing function it will perform under this Agreement and any Reconstitution Agreements for mortgage loans of a type similar to the Mortgage Loans;

(D) information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Company of its servicing obligations under this Agreement or any Reconstitution Agreement;

(E) information regarding advances made by the Servicer on the Mortgage Loans and the Servicer’s overall servicing portfolio of residential mortgage loans for the three-year period immediately preceding the related Securitization Transaction, which may be limited to a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance;

(F) a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans;

(G) a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and

(H) information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience.

(iv) If so requested by the Purchaser or any Depositor for the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of asset-backed securities, the Company shall (or shall cause each Subservicer and Third-Party Originator to) (1) notify the Purchaser and any Depositor in writing of (A) any material litigation or governmental proceedings pending against the Company, any Subservicer or any Third-Party Originator and (B) any affiliations or relationships that develop following the closing date of a Securitization Transaction between the Company, any Subservicer or any Third-Party Originator and any of the parties specified in Section 9.01(e)(i)(D) (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, and (2) provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships.

(v) As a condition to the succession to the Company or any Subservicer as servicer or Subservicer under this Agreement or any Reconstitution Agreement by any Person (i) into which the Company or such Subservicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Company or any Subservicer, the Company shall provide to the Purchaser and any Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Purchaser and any Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor, all information reasonably requested by the Purchaser or any Depositor in order to comply with is reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities.

(vi) (A) The Company shall represent to the Purchaser, as of the date on which information is first provided to the Purchaser under this Section 9.01(e) that, except as disclosed in writing to the Purchaser prior to such date: (1) the Company is not aware and has not received notice that any default, early amortization or other performance triggering event has occurred as to any other securitization due to any act or failure to act of the Company; (2) the Company has not been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; (3) no material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Company as servicer has been disclosed or reported by the Company; (4) no material changes to the Company’s policies or procedures with respect to the servicing function it will perform under this Agreement and any Reconstitution Agreement for mortgage loans of a type similar to the Mortgage Loans have occurred during the three-year period immediately preceding the related Securitization Transaction; (5) there are no aspects of the Company’s financial condition that could have a material adverse effect on the performance by the Company of its servicing obligations under this Agreement or any Reconstitution Agreement; (6) there are no material legal or governmental proceedings pending (or known to be contemplated) against the Company, any Subservicer or any Third-Party Originator; and (7) there are no affiliations, relationships or transactions relating to the Company, any Subservicer or any Third-Party Originator with respect to any Securitization Transaction and any party thereto identified by the related Depositor of a type described in Item 1119 of Regulation AB.

(B) If so requested by the Purchaser on any date following the date on which information is first provided to the Purchaser under this Section 9.01(e), the Company shall, within five (5) Business Days following such request, confirm in writing the accuracy of the representations and warranties set forth in sub clause (A) above or, if any such representation and warranty is not accurate as of the date of such request, provide reasonably adequate disclosure of the pertinent facts, in writing, to the requesting party.

(vii) In addition to such information as the Company, as servicer, is obligated to provide pursuant to other provisions of this Agreement, if so requested by the Purchaser or any Depositor, the Company shall provide such information reasonably available to the Company regarding the performance of the Mortgage Loans as is reasonably required to facilitate preparation of distribution reports in accordance with Item 1121 of Regulation AB.

(f) the Company shall indemnify the Purchaser, each affiliate of the Purchaser, and each of the following parties participating in a Securitization Transaction; each sponsor and issuing entity; each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties or the Depositor (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees and agents of each of the foregoing and of the Depositor, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

(i)(A)any untrue statement of a material fact contained or alleged to be contained in any information, report, certification, accountants’ letter or other material provided under Sections 9.01(c) and (e) by or on behalf of the Company, or provided under Sections 9.01(c) and (e) by or on behalf of any Subservicer, Subcontractor or Third-Party Originator (collectively, the “Company Information”), or (B) the omission or alleged omission to state in the Company Information a material fact required to be stated in the Company Information or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, by way of clarification, that clause (B) of this paragraph shall be construed solely by reference to the Company Information and not to any other information communicated in connection with a sale or purchase of securities, without regard to whether the Company Information or any portion thereof is presented together with or separately from such other information;

(ii) any failure by the Company, any Subservicer, any Subcontractor or any Third-Party Originator to deliver any information, report, certification, accountants’ letter or other material when and as required under Sections 9.01(c) and (e), including any failure by the Company to identify any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB; or

(iii) any breach by the Company of a representation or warranty set forth in Section 9.01(e)(iv)(A) or in a writing furnished pursuant to Section 9.01(e)(iv)(B) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 9.01(e)(iv)(B) to the extent made as of a date subsequent to such closing date.

In the case of any failure of performance described in sub-clause (ii) of this Section 9.01(f), the Company shall promptly reimburse the Purchaser, any Depositor, as applicable, and each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for all costs reasonably incurred by each such party in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

(g) the Purchaser and each Person who controls the Purchaser shall indemnify the Company, each affiliate of the Company, each Person who controls any of such parties or the Company (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) and the respective present and former directors, officers, employees and agents of each of the foregoing and of the Company, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

(i)(A)any untrue statement of a material fact contained or alleged to be contained in any offering materials related to a Securitization Transaction, including without limitation the registration statement, prospectus, prospectus supplement, any private placement memorandum, any offering circular, any computational materials, and any amendments or supplements to the foregoing (collectively, the “Securitization Materials”) or (B) the omission or alleged omission to state in the Securitization Materials a material fact required to be stated in the Securitization Materials or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, but only to the extent that such untrue statement or alleged untrue statement or omission or alleged omission is other than a statement or omission arising out of, resulting from, or based upon the Company Information.

The Purchaser and the Company acknowledge and agree that the purpose of Section 9.01(e) is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder. The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser to deliver to the Purchaser (including any of its assignees or designees) and any Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser or any Depositor to be necessary in order to effect such compliance.

In the event the Purchaser has elected to have the Company hold record title to the Mortgages, prior to the Reconstitution Date the Company shall prepare an Assignment of Mortgage in blank or to the trustee from the Company acceptable to the trustee for each Mortgage Loan that is part of the Whole Loan Transfers, Agency Transfer or Securitization Transactions. The Company shall pay all preparation and recording costs associated with the initial Assignment of Mortgage. The Company shall execute each Assignment of Mortgage, track such Assignments of Mortgage to ensure they have been recorded and deliver them as required by the trustee upon the Company's receipt thereof. Additionally, the Company shall prepare and execute, at the direction of the Purchaser, any note endorsements in connection with any and all seller/servicer agreements. If required at any time by a Rating Agency, Purchaser or successor purchaser in connection with any Whole Loan Transfer, Agency Sale or Securitization Transaction, the Company shall deliver such additional documents from its Retained Mortgage File within thirty (30) Business Days to the Custodian, successor purchaser or other designee of the Purchaser as said Rating Agency, Purchaser or successor purchaser may require.

All Mortgage Loans (i) not sold or transferred pursuant to Whole Loan Transfers, Agency Transfer or Securitization Transactions or (ii) that are subject to a Securitization for which the related trust is terminated for any reason, shall remain subject to this Agreement and shall continue to be serviced in accordance with the terms of this Agreement and with respect thereto this Agreement shall remain in full force and effect.

ARTICLE X

DEFAULT

Section 10.01Events of Default.

Each of the following shall constitute an Event of Default on the part of the Company:

(i) any failure by the Company to remit to the Purchaser any payment required to be made under the terms of this Agreement which continues unremedied for a period of two Business Days after the date upon which written notice of such failure, requiring the same to be remedied, shall have been given to the Company by the Purchaser; or

(ii) failure by the Company duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Company set forth in this Agreement or in the Custodial Agreement which continues unremedied for a period of 90 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Company by the Purchaser or by the Custodian; or

(iii) failure by the Company to maintain its license to do business in any jurisdiction where the Mortgaged Property is located if such license is required; or

(iv) a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, including bankruptcy, marshaling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Company and such degree or order shall have remained in force undischarged or unstayed for a period of 60 days; or

(v) the Company shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshaling of assets and liabilities or similar proceedings of or relating to the Company or of or relating to all or substantially all of its property; or

(vi) the Company shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency, bankruptcy or reorganization statute, make an assignment for the benefit of its creditors, voluntarily suspend payment of its obligations or cease its normal business operations; or

(vii) the Company ceases to meet the qualifications of a Fannie Mae/Freddie Mac servicer; or

(viii) the Company attempts to assign its right to servicing compensation hereunder or to assign this Agreement or the servicing responsibilities hereunder or to delegate its duties hereunder or any portion thereof in violation of Section 8.04.

In each and every such case, so long as an Event of Default shall not have been remedied, in addition to whatever rights the Purchaser may have at law or equity to damages, including injunctive relief and specific performance, the Purchaser, by notice in writing to the Company, may terminate all the rights and obligations of the Company under this Agreement and in and to the Mortgage Loans and the proceeds thereof.

Upon receipt by the Company of such written notice, all authority and power of the Company under this Agreement, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the successor appointed pursuant to Section 12.01. Upon written request from any Purchaser, the Company shall prepare, execute and deliver to the successor entity designated by the Purchaser any and all documents and other instruments, place in such successor's possession all Servicing Files, and do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, including but not limited to the transfer and endorsement or assignment of the Mortgage Loans and related documents, at the Company's sole expense. The Company shall cooperate with the Purchaser and such successor in effecting the termination of the Company's responsibilities and rights hereunder, including without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Company to the Custodial Account, Subsidy Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

Section 10.02Waiver of Defaults.

By a written notice, the Purchaser may waive any default by the Company in the performance of its obligations hereunder and its consequences. Upon any waiver of a past default, such default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement. No such waiver shall extend to any subsequent or other default or impair any right consequent thereon except to the extent expressly so waived.

ARTICLE XI

TERMINATION

Section 11.01Termination.

This Agreement shall terminate upon either: (i) the later of the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or the disposition of any REO Property with respect to the last Mortgage Loan and the remittance of all funds due hereunder; or (ii) mutual consent of the Company and the Purchaser in writing.

Section 11.02Termination Without Cause.

The Purchaser may terminate, at its sole option, any rights the Company may have hereunder, without cause as provided in this Section 11.02. Any such notice of termination shall be in writing and delivered to the Company by registered mail as provided in Section 12.05.

The Company shall be entitled to receive, as such liquidated damages, upon the transfer of the servicing rights, an amount equal to: (i) 2.75% of the aggregate outstanding principal amount of the Mortgage Loans as of the termination date paid by the Purchaser to the Company with respect to all of the Mortgage Loans for which a servicing fee rate of .25% is paid per annum, (ii) 3.25% of the aggregate outstanding principal amount of the Mortgage Loans as of the termination date paid by the Purchaser to the Company with respect to all of the Mortgage Loans for which a servicing fee rate of .375% is paid per annum, and (iii) 3.75% of the aggregate outstanding principal amount of the Mortgage Loans as of the termination date paid by the Purchaser to the Company with respect to all of the Mortgage Loans for which a servicing fee rate of .44% or greater is paid per annum.

ARTICLE XII

MISCELLANEOUS PROVISIONS

Section 12.01Successor to Company.

Prior to termination of the Company's responsibilities and duties under this Agreement pursuant to Sections 8.04, 10.01, 11.01 (ii) or 11.02 the Purchaser shall, (i) succeed to and assume all of the Company's responsibilities, rights, duties and obligations under this Agreement, or (ii) appoint a successor having the characteristics set forth in Section 8.02 and which shall succeed to all rights and assume all of the responsibilities, duties and liabilities of the Company under this Agreement prior to the termination of Company's responsibilities, duties and liabilities under this Agreement. In connection with such appointment and assumption, the Purchaser may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as it and such successor shall agree. In the event that the Company's duties, responsibilities and liabilities under this Agreement should be terminated pursuant to the aforementioned sections, the Company shall discharge such duties and responsibilities during the period from the date it acquires knowledge of such termination until the effective date thereof with the same degree of diligence and prudence which it is obligated to exercise under this Agreement, and shall take no action whatsoever that might impair or prejudice the rights or financial condition of its successor. The resignation or removal of the Company pursuant to the aforementioned sections shall not become effective until a successor shall be appointed pursuant to this Section 12.01 and shall in no event relieve the Company of the representations and warranties made pursuant to Sections 3.01 and 3.02 and the remedies available to the Purchaser under Section 3.03, it being understood and agreed that the provisions of such Sections 3.01, 3.02, 3.03 and 8.01 shall be applicable to the Company notwithstanding any such sale, assignment, resignation or termination of the Company, or the termination of this Agreement.

Any successor appointed as provided herein shall execute, acknowledge and deliver to the Company and to the Purchaser an instrument accepting such appointment, wherein the successor shall make the representations and warranties set forth in Section 3.01, except for subsection (h) with respect to the sale of the Mortgage Loans and subsections (i) and (k) thereof, whereupon such successor shall become fully vested with all the rights, powers, duties, responsibilities, obligations and liabilities of the Company, with like effect as if originally named as a party to this Agreement. Any termination or resignation of the Company or termination of this Agreement pursuant to Section 8.04, 10.01, 11.01 or 11.02 shall not affect any claims that any Purchaser may have against the Company arising out of the Company's actions or failure to act prior to any such termination or resignation.

The Company shall deliver promptly to the successor servicer the funds in the Custodial Account, Subsidy Account and Escrow Account and all Servicing Files and related documents and statements held by it hereunder and the Company shall account for all funds and shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitively vest in the successor all such rights, powers, duties, responsibilities, obligations and liabilities of the Company.

Upon a successor's acceptance of appointment as such, the Company shall notify by mail the Purchaser of such appointment in accordance with the procedures set forth in Section 12.05.

Section 12.02Amendment.

This Agreement may be amended from time to time by written agreement signed by the Company and the Purchaser.

Section 12.03Governing Law.

This Agreement shall be construed in accordance with the laws of the State of New York and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

Each of the Company and the Purchaser hereby knowingly, voluntarily and intentionally waives any and all rights it may have to a trial by jury in respect or any litigation based on, or arising out of, under, or in connection with, this Agreement, or any other documents and instruments executed in connection herewith, or any course of conduct, course of dealing, statements (whether oral or written), or actions of the Company or the Purchaser. This provision is a material inducement for the Purchaser to enter into this Agreement.

Section 12.04Duration of Agreement.

This Agreement shall continue in existence and effect until terminated as herein provided. This Agreement shall continue notwithstanding transfers of the Mortgage Loans by the Purchaser.

Section 12.05Notices.

All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, addressed as follows:

(i)if to the Company with respect to servicing and investor reporting issues:

Wells Fargo Bank, N.A.

1 Home Campus

Des Moines, Iowa 50328-0001

Attention: John B. Brown, MAC X2401-042

If to the Company with respect to all other issues:

Wells Fargo Bank, N.A.

7430 New Technology Way

Frederick, MD 21703

Attention: Structured Finance Manager, MAC X3906-012

In each instance with a copy to:

Wells Fargo Bank, N.A.

1 Home Campus

Des Moines, Iowa 50328-0001

Attention: General Counsel, MAC X2401-06T

or such other address as may hereafter be furnished to the Purchaser in writing by the Company;

(ii)if to Purchaser:

EMC Mortgage Corporation

Mac Arthur Ridge II

909 Hidden Ridge Dr., Suite 200

Irving, TX 75038

Attention: Ralene Ruyle

With a copy to:

Bear Stearns Mortgage Capital Corp.

383 Madison Avenue

New York, NY 10179

Attention: Baron Silverstein

Section 12.06Severability of Provisions.

If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be held invalid for any reason whatsoever, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement.

Section 12.07Relationship of Parties.

Nothing herein contained shall be deemed or construed to create a partnership or joint venture between the parties hereto and the services of the Company shall be rendered as an independent contractor and not as agent for the Purchaser.

Section 12.08Execution; Successors and Assigns.

This Agreement 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 agreement. Subject to Section 8.04, this Agreement shall inure to the benefit of and be binding upon the Company and the Purchaser and their respective successors and assigns.

Section 12.09Recordation of Assignments of Mortgage.

To the extent permitted by applicable law, each of the Assignments of Mortgage 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 Mortgaged Properties are situated, and in any other appropriate public recording office or elsewhere, such recordation to be effected at the Company's expense in the event recordation is either necessary under applicable law or requested by the Purchaser at its sole option.

Section 12.10Assignment by Purchaser.

The Purchaser shall have the right, without the consent of the Company but subject to the limit set forth in Section 2.02 hereof, to assign, in whole or in part, its interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any person to exercise any rights of the Purchaser hereunder, by executing an Assignment, Assumption and Recognition Agreement substantially in the form attached as Exhibit G and the assignee or designee shall accede to the rights and obligations hereunder of the Purchaser with respect to such Mortgage Loans. All references to the Purchaser in this Agreement shall be deemed to include its assignee or designee.

Section 12.11 Solicitation of Mortgagor.

Neither party shall, after the related Closing Date, take any action to solicit the refinancing of any Mortgage Loan. It is understood and agreed that neither (i) promotions undertaken by either party or any affiliate of either party which are directed to the general public at large, including, without limitation, mass mailings based upon commercially acquired mailing lists, newspaper, radio, television advertisements nor (ii) serving the refinancing needs of a Mortgagor who, without solicitation, contacts either party in connection with the refinance of such Mortgage or Mortgage Loan, shall constitute solicitation under this Section.

[Intentionally Blank - Next Page Signature Page]

IN WITNESS WHEREOF, the Company and the Purchaser have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written.

EMC MORTGAGE CORPORATION Purchaser	WELLS FARGO BANK, N.A. Company
By:	By:
Name:	Name:
Title:	Title:

STATE OF	)
	)	ss.:
COUNTY OF___________	)

On the _____ day of _______________, 20___ before me, a Notary Public in and for said State, personally appeared , known to me to be of Wells Fargo Bank, N.A., the national banking association that executed the within instrument and also known to me to be the person who executed it on behalf of said bank, and acknowledged to me that such bank executed the within instrument.

IN WITNESS WHEREOF, I have hereunto set my hand affixed my office seal the day and year in this certificate first above written.

Notary Public

My Commission  expires

STATE OF	)
	)	ss.:
COUNTY OF___________	)

On the _____ day of _______________, 20___ before me, a Notary Public in and for said State, personally appeared _____________________________________, known to me to be the ______________________________ of EMC Mortgage Corporation, the 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 affixed my office seal the day and year in this certificate first above written.

Notary Public

My Commission  expires

EXHIBIT A

FORM OF ASSIGNMENT AND CONVEYANCE AGREEMENT

On this _____ day of __________, 20___, Wells Fargo Bank, N.A. (the "Seller") as the Seller under that certain Amended and Restated Master Mortgage Loan Purchase Agreement, ("Purchase Agreement") and as the Company under that certain Amended and Restated Master Seller's Warranties and Servicing Agreement (the "Servicing Agreement") each dated as of _______________, 20___, (collectively, the "Agreements") does hereby sell, transfer, assign, set over and convey to EMC Mortgage Corporation as the Purchaser (the "Purchaser") under the Purchase Agreement, and Purchaser hereby accepts from Seller, without recourse, but subject to the terms of the Agreements, all right, title and interest of, in and to the Mortgage Loans listed on the Mortgage Loan Schedule attached hereto as Exhibit A, together with the Custodial Mortgage Files and Retained Mortgage Files and all rights and obligations arising under the documents contained therein. Pursuant to Section 2.03 of the Servicing Agreement, the Seller has delivered to the Custodian the documents for each Mortgage Loan to be purchased. The Servicing Files retained by the Seller pursuant to Section 2.01 of the Servicing Agreement shall be appropriately marked to clearly reflect the sale of the related Mortgage Loans to the Purchaser.

Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Agreements.

EMC MORTGAGE CORPORATION Purchaser	WELLS FARGO BANK, N.A. Company
By:	By:
Name:	Name:
Title:	Title:

EXHIBIT B

CUSTODIAL AGREEMENT

EXHIBIT C

CONTENTS OF EACH RETAINED MORTGAGE FILE,

SERVICING FILE AND CUSTODIAL MORTGAGE FILE

With respect to each Mortgage Loan, the Retained Mortgage File and Custodial Mortgage File shall include each of the following items, which shall be available for inspection by the Purchaser and any prospective Purchaser, and which shall be retained by the Company in the Retained Mortgage File or Servicing File or delivered to the Custodian pursuant to Sections 2.01 and 2.03 of the Seller's Warranties and the Servicing Agreement to which this Exhibit is attached (the "Agreement"):

1. The original Mortgage Note bearing all intervening endorsements, endorsed "Pay to the order of without recourse" and signed in the name of the Company by an authorized officer (in the event that the Mortgage Loan was acquired by the Company in a merger, the signature must be in the following form: "[Company], successor by merger to [name of predecessor]"; and in the event that the Mortgage Loan was acquired or originated by the Company while doing business under another name, the signature must be in the following form: "[Company], formerly know as [previous name]").

2. The original of any guarantee executed in connection with the Mortgage Note (if any).

3. The original Mortgage, with evidence of recording thereon or a certified true and correct copy of the Mortgage sent for recordation. If in connection with any Mortgage Loan, the Company cannot deliver or cause to be delivered the original Mortgage with evidence of recording thereon on or prior to the related Closing Date because of a delay caused by the public recording office where such Mortgage has been delivered for recordation or because such Mortgage has been lost or because such public recording office retains the original recorded Mortgage, the Company shall deliver or cause to be delivered to the Custodian, a photocopy of such Mortgage, together with (i) in the case of a delay caused by the public recording office, an Officer's Certificate of the Company stating that such Mortgage has been dispatched to the appropriate public recording office for recordation and that the original recorded Mortgage or a copy of such Mortgage certified by such public recording office to be a true and complete copy of the original recorded Mortgage will be promptly delivered to the Custodian upon receipt thereof by the Company; or (ii) in the case of a Mortgage where a public recording office retains the original recorded Mortgage or in the case where a Mortgage is lost after recordation in a public recording office, a copy of such Mortgage certified by such public recording office or by the title insurance company that issued the title policy to be a true and complete copy of the original recorded Mortgage.

Further, with respect to MERS Mortgage Loans, (a) the Mortgage names MERS as the Mortgagee and (b) the requirements set forth in the Electronic Tracking Agreement have been satisfied, with a conformed recorded copy to follow as soon as the same is received by the Company.

4. the originals or certified true copies of any document sent for recordation of all assumption, modification, consolidation or extension agreements, with evidence of recording thereon.

5. The original Assignment of Mortgage for each Mortgage Loan, in form and substance acceptable for recording (except for the insertion of the name of the assignee and recording information). The Assignment of Mortgage must be duly recorded only if recordation is either necessary under applicable law or commonly required by private institutional mortgage investors in the area where the Mortgaged Property is located or on direction of the Purchaser as provided in the Custodial Agreement. If the Assignment of Mortgage is to be recorded, the Mortgage shall be assigned to the Purchaser. If the Assignment of Mortgage is not to be recorded, the Assignment of Mortgage shall be delivered in blank. If the Mortgage Loan was acquired by the Company in a merger, the Assignment of Mortgage must be made by "[Company], successor by merger to [name of predecessor]." If the Mortgage Loan was acquired or originated by the Company while doing business under another name, the Assignment of Mortgage must be by "[Company], formerly know as [previous name]."

6. Originals or certified true copies of documents sent for recordation of all intervening assignments of the Mortgage with evidence of recording thereon, or if any such intervening assignment has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded assignments of mortgage, the Company shall deliver or cause to be delivered to the Custodian, a photocopy of such intervening assignment, together with (i) in the case of a delay caused by the public recording office, an Officer's Certificate of the Company stating that such intervening assignment of mortgage has been dispatched to the appropriate public recording office for recordation and that such original recorded intervening assignment of mortgage or a copy of such intervening assignment of mortgage certified by the appropriate public recording office or by the title insurance company that issued the title policy to be a true and complete copy of the original recorded intervening assignment of mortgage will be promptly delivered to the Custodian upon receipt thereof by the Company; or (ii) in the case of an intervening assignment where a public recording office retains the original recorded intervening assignment or in the case where an intervening assignment is lost after recordation in a public recording office, a copy of such intervening assignment certified by such public recording office to be a true and complete copy of the original recorded intervening assignment.

7. The electronic form of PMI Policy as identified by certificate number.

8. The original mortgagee policy of title insurance or other evidence of title such as a copy of the title commitment or copy of the preliminary title commitment.

9. Any security agreement, chattel mortgage or equivalent executed in connection with the Mortgage.

10.Original power of attorney, if applicable.

11. For each Cooperative Loan, the original or a seller certified true copy of the following:

The original Pledge Agreement entered into by the Mortgagor with respect to such Cooperative Loan;

UCC-3 assignment in blank (or equivalent instrument), sufficient under the laws of the jurisdiction where the related Cooperative Apartment is located to reflect of record the sale and assignment of the Cooperative Loan to the Purchaser;

Original assignment of Pledge Agreement in blank showing a complete chain of assignment from the originator of the related Cooperative Loan to the Company;

Original Form UCC-1 and any continuation statements with evidence of filing thereon with respect to such Cooperative Loan;

Cooperative Shares with a Stock Certificate in blank attached;

Original Proprietary Lease;

Original Assignment of Proprietary Lease, in blank, and all intervening assignments thereof;

Original recognition agreement of the interests of the mortgagee with respect to the Cooperative Loan by the Cooperative, the stock of which was pledged by the related Mortgagor to the originator of such Cooperative Loan; and

Originals of any assumption, consolidation or modification agreements relating to any of the items specified above.

With respect to each Mortgage Loan, the Servicing File shall include each of the following items to the extent in the possession of the Company or in the possession of the Company’s agent(s):

12. The original hazard insurance policy and, if required by law, flood insurance policy, in accordance with Section 4.10 of the Agreement.

13. Residential loan application.

14. Mortgage Loan closing statement.

15. Verification of employment and income, unless originated under the Company's Limited Documentation program, Fannie Mae Timesaver Plus.

16. Verification of acceptable evidence of source and amount of down payment.

17. Credit report on the Mortgagor.

18. Residential appraisal report.

19. Photograph of the Mortgaged Property.

20. Survey of the Mortgage property, if required by the title company or applicable law.

21. Copy of each instrument necessary to complete identification of any exception set forth in the exception schedule in the title policy, i.e. map or plat, restrictions, easements, sewer agreements, home association declarations, etc.

22. All required disclosure statements.

23. If available, termite report, structural engineer's report, water potability and septic certification.

24. Sales contract, if applicable.

25. Evidence of payment of taxes and insurance premiums, insurance claim files, correspondence, current and historical computerized data files, and all other processing, underwriting and closing papers and records which are customarily contained in a mortgage loan file and which are required to document the Mortgage Loan or to service the Mortgage Loan.

26. Amortization schedule, if available.

27. Payment history for any Mortgage Loan that has been closed for more than 90 days.

In the event an Officer's Certificate of the Company is delivered to the Custodian because of a delay caused by the public recording office in returning any recorded document, the Company shall deliver to the Custodian, within 240 days of the related Closing Date, an Officer's Certificate which shall (i) identify the recorded document, (ii) state that the recorded document has not been delivered to the Custodian due solely to a delay caused by the public recording office, (iii) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, and (iv) specify the date the applicable recorded document will be delivered to the Custodian. The Company shall be required to deliver to the Custodian the applicable recorded document by the date specified in (iv) above. An extension of the date specified in (iv) above may be requested from the Purchaser, which consent shall not be unreasonably withheld.

EXHIBIT D

SERVICING CRITERIA TO BE ADDRESSED

IN ASSESSMENT OF COMPLIANCE

Reg AB Reference	Servicing Criteria	Applicable Servicing Criteria	Inapplicable Servicing Criteria
	General Servicing Considerations
1122(d)(1)(i)	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.
	Cash Collection and Administration
1122(d)(2)(i)	Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.
1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.
1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.

Reg AB Reference	Servicing Criteria	Applicable Servicing Criteria	Inapplicable Servicing Criteria
	Pool Asset Administration (cont’d)
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.
1122(d)(4)(ii)	Mortgage loan and related documents are safeguarded as required by the transaction agreements
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.
1122(d)(4)(iv)	Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.
1122(d)(4)(v)	The Servicer’s records regarding the mortgage loans agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor's mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.
1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days specified in the transaction agreements.
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.

EXHIBIT E

FORM OF SARBANES CERTIFICATION

Re: The [ ] agreement dated as of [ ], 200[ ] (the “Agreement”), among [IDENTIFY PARTIES]

I, ________________________________, the _______________________ of [Name of Servicer], certify to [the Owner], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:

(1)I have reviewed the servicer compliance statement of the Servicer provided in accordance with Item 1123 of Regulation AB (the “Compliance Statement”), the report on assessment of the Servicer’s compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB (the “Servicing Criteria”), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB (the “Servicing Assessment”), the registered public accounting firm’s attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the “Attestation Report”), and all servicing reports, officer’s certificates and other information relating to the servicing of the Mortgage Loans by the Servicer during 200[ ] that were delivered by the Servicer to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (collectively, the “Servicer Servicing Information”);

(2)Based on my knowledge, the Servicer Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading with respect to the period of time covered by the Servicer Servicing Information;

(3)Based on my knowledge, all of the Servicer Servicing Information required to be provided by the Servicer under the Agreement has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

(4)I am responsible for reviewing the activities performed by the Servicer under the Agreement, and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Servicer has fulfilled its obligations under the Agreement; and

(5)The Compliance Statement, the Servicing Assessment and the Attestation Report required to be provided by the Servicer pursuant to the Agreement have been provided to the [Depositor] [Master Servicer]. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports.

Date:

By:

Name:

Title:

EXHIBIT F

FORM OF SARBANES-OXLEY BACK-UP CERTIFICATION

I, ______________________, Vice President of Wells Fargo Bank, N.A. (the "Servicer"), certify to __________________, and its officers, directors, agents and affiliates (the "Sarbanes Certifying Party"), and with the knowledge and intent that they will rely upon this certification, that:

(i) Based on my knowledge, the information relating to the Mortgage Loans and the servicing thereof submitted by the Servicer to the Sarbanes Certifying Party which is used in connection with preparation of the reports on Form 8-K and the annual report on Form 10-K filed with the Securities and Exchange Commission with respect to the Securitization, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the date of this certification;

(ii) The servicing information required to be provided to the Sarbanes Certifying Party by the Servicer under the relevant servicing agreement has been provided to the Sarbanes Certifying Party;

(iii) I am responsible for reviewing the activities performed by the Servicer under the relevant servicing agreement and based upon the review required by the relevant servicing agreement, and except as disclosed in the Annual Statement of Compliance, the Annual Independent Public Accountant's Servicing Report and all servicing reports, officer's certificates and other information relating to the servicing of the Mortgage Loans submitted to the Sarbanes Certifying Party, the Servicer has, as of the date of this certification fulfilled its obligations under the relevant servicing agreement; and

(iv) I have disclosed to the Sarbanes Certifying Party all significant deficiencies relating to the Servicer's compliance with the minimum servicing standards in accordance with a review conducted in compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar standard as set forth in the relevant servicing agreement.

(v) The Servicer shall indemnify and hold harmless the Sarbanes Certifying Party and its officers, directors, agents and affiliates from and against any losses, damages, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments and other costs and expenses arising out of or based upon a breach by the Servicer or any of its officers, directors, agents or affiliates of its obligations under this Certification or the negligence, bad faith or willful misconduct of the Servicer in connection therewith. If the indemnification provided for herein is unavailable or insufficient to hold harmless the Sarbanes Certifying Party, then the Servicer agrees that it shall contribute to the amount paid or payable by the Sarbanes Certifying Party as a result of the losses, claims, damages or liabilities of the Sarbanes Certifying Party in such proportion as is appropriate to reflect the relative fault of the Sarbanes Certifying Party on the one hand and the Servicer on the other in connection with a breach of the Servicer's obligations under this Certification or the Servicer's negligence, bad faith or willful misconduct in connection therewith.

IN WITNESS WHEREOF, I have hereunto signed my name and affixed the seal of the Servicer.

Dated:
	By:
	Name:
	Title:

EXHIBIT G

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

____________, 20__

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT, dated ___________________, 20____ between _________________, a _________________ corporation having an office at _________________ ("Assignor") and _________________, having an office at _________________ ("Assignee"):

For and in consideration of the sum of one dollar ($1.00) and other valuable consideration the receipt and sufficiency of which are hereby acknowledge, and of the mutual covenants herein contained, the parties hereto hereby agree as follows:

1.The Assignor hereby grants, transfers and assigns to Assignee all of the right, title and interest of Assignor, as Purchaser, in, to and under that certain Seller's Warranties and Servicing Agreement, (the "Seller's Warranties and Servicing Agreement"), dated as of _________________, by and between _________________ (the "Purchaser"), and _________________ (the "Company"), and the Mortgage Loans delivered thereunder by the Company to the Assignor, and that certain Custodial Agreement, (the "Custodial Agreement"), dated as of _________________, by and among the Company, the Purchaser and _________________ (the "Custodian").

2.The Assignor warrants and represents to, and covenants with, the Assignee that:

a.The Assignor is the lawful owner of the Mortgage Loans with the full right to transfer the Mortgage Loans free from any and all claims and encumbrances whatsoever;

b.The Assignor has not received notice of, and has no knowledge of, any offsets, counterclaims or other defenses available to the Company with respect to the Seller's Warranties and Servicing Agreement or the Mortgage Loans;

c.The Assignor has not waived or agreed to any waiver under, or agreed to any amendment or other modification of, the Seller's Warranties and Servicing Agreement, the Custodial Agreement or the Mortgage Loans, including without limitation the transfer of the servicing obligations under the Seller's Warranties and Servicing Agreement. The Assignor has no knowledge of, and has not received notice of, any waivers under or amendments or other modifications of, or assignments of rights or obligations under, the Seller's Warranties and Servicing Agreement or the Mortgage Loans; and

d.Neither the Assignor nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Mortgage Loans, any interest in the Mortgage Loans or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Mortgage Loans, any interest in the Mortgage Loans or any other similar security from, or otherwise approached or negotiated with respect to the Mortgage Loans, any interest in the Mortgage Loans 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 which would constitute a distribution of the Mortgage Loans under the Securities Act or which would render the disposition of the Mortgage Loans a violation of Section 5 of the 33 Act or require registration pursuant thereto.

3.That Assignee warrants and represent to, and covenants with, the Assignor and the Company pursuant to Section 12.10 of the Seller's Warranties and Servicing Agreement that:

a.The Assignee agrees to be bound, as Purchaser, by all of the terms, covenants and conditions of the Seller's Warranties and Servicing Agreement, the Mortgage Loans and the Custodial Agreement, and from and after the date hereof, the Assignee assumes for the benefit of each of the Company and the Assignor all of the Assignor's obligations as purchaser thereunder;

b.The Assignee understands that the Mortgage Loans have not been registered under the 33 Act or the securities laws of any state;

c.The purchase price being paid by the Assignee for the Mortgage Loans are in excess of $250,000.00 and will be paid by cash remittance of the full purchase price within 60 days of the sale;

d.The Assignee is acquiring the Mortgage Loans for investment for its own account only and not for any other person. In this connection, neither the Assignee nor any person authorized to act therefor has offered to Mortgage Loans by means of any general advertising or general solicitation within the meaning of Rule 502(c) of US Securities and Exchange Commission Regulation D, promulgated under the Securities Act;

e.The Assignee 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 Mortgage Loans;

f.The Assignee has been furnished with all information regarding the Mortgage Loans that it has requested from the Assignor or the Company;

g.Neither the Assignee nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Mortgage Loans, any interest in the Mortgage Loans or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Mortgage Loans, any interest in the Mortgage Loans or any other similar security from, or otherwise approached or negotiated with respect to the Mortgage Loans, any interest in the Mortgage Loans or any other similar security with, any person in any manner which would constitute a distribution of the Mortgage Loans under the 33 Act or which would render the disposition of the Mortgage Loans a violation of Section 5 of the 33 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 Mortgage Loans; and

h.Either (1) the Assignee is not an employee benefit plan ("Plan") within the meaning of section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") or a plan (also "Plan") within the meaning of section 4975(e)(1) of the Internal Revenue Code of 1986 ("Code"), and the Assignee is not directly or indirectly purchasing the Mortgage Loans on behalf of, investment manager of, as named fiduciary of, as Trustee of, or with assets of, a Plan; or (2) the Assignee's purchase of the Mortgage Loans will not result in a prohibited transaction under section 406 of ERISA or section 4975 of the Code.

i.The Assignee's address for purposes of all notices and correspondence related to the Mortgage Loans and the Seller's Warranties and Servicing Agreements is:

Attention: _________________

The Assignee's wire transfer instructions for purposes of all remittances and payments related to the Mortgage Loans and the Seller's Warranties and Servicing Agreement is:

Attention: _________________

4.From and after the date hereof, the Company shall note the transfer of the Mortgage Loans to the Assignee in its books and records, the Company shall recognize the Assignee as the owner of the Mortgage Loans and the Company shall service the Mortgage Loans for the benefit of the Assignee pursuant to the Seller’s Warranties and Servicing Agreement, the terms of which are incorporated herein by reference. It is the intention of the Assignor, the Company and the Assignee that the Seller’s Warranties and Servicing Agreement shall be binding upon and inure to the benefit of the Company and the Assignee and their respective successors and assigns.

[Signatures Follow]

IN WITNESS WHEREOF, the parties have caused this Assignment and Assumption to be executed by their duly authorized officers as of the date first above written.

Assignor	Assignor
By:	By:
Name:	Name:
Title:	Title:
Tax Payer Identification No.:	Tax Payer Identification No.:

EXHIBIT H

ELECTRONIC DATA FILE

(1) the street address of the Mortgaged Property including the city, state, county and zip code;

(2) a code indicating whether the Mortgaged Property is a single family residence, a 2-4 family dwelling, a PUD, a cooperative, a townhouse, manufactured housing or a unit in a condominium project;

(3)the Mortgage Interest Rate as of the Cut-off Date;

(4)the current Monthly Payment;

(5)loan term, number of months;

(6)the stated maturity date;

(7) the Stated Principal Balance of the Mortgage Loan as of the close of business on the Cut-off Date, after deduction of payments of principal due on or before the Cut-off Date;

(8) the Loan-to-Value Ratio;

(9) a code indicating whether the Mortgage Loan is an Interest Only Mortgage Loan;

(10) a code indicating whether the Mortgage Loan is a temporary buydown (Y or N);

(11) the Servicing Fee Rate;

(12) a code indicating whether the Mortgage Loan is covered by lender-paid mortgage insurance (Y or N);

(13) a code indicating whether the Mortgage Loan is a Time$aver® Mortgage Loan (Y or N);

(14) the Mortgagor's first and last name;

(15) a code indicating whether the Mortgaged Property is owner-occupied;

(16) the remaining months to maturity from the Cut-off Date, based on the original amortization schedule;

(17) the date on which the first Monthly Payment was due on the Mortgage Loan;

(18) the last Due Date on which a Monthly Payment was actually applied to the actual principal balance;

(19) the original principal amount of the Mortgage Loan;

(20) a code indicating the purpose of the loan (i.e., purchase, financing, rate/term refinancing, cash-out refinancing);

(21) the Mortgage Interest Rate at origination;

(22) the date on which the first Monthly Payment was due on the Mortgage Loan;

(23) a code indicating the documentation style (i.e., full (providing two years employment verification - 2 years W-2’s and current pay stub or 2 years 1040’s for self employed borrowers), alternative or reduced);

(24) a code indicating if the Mortgage Loan is subject to a PMI Policy;

(25) the Appraised Value of the Mortgage Property;

(26) the sale price of the Mortgaged Property, if applicable;

(27)
the Mortgagor’s Underwriting FICO Score;

(28)
term of prepayment penalty in years;

(29) a code indicating the product type;

(30) a code indicating the credit grade of the Mortgage Loan;

(31) the unpaid balance of the Mortgage Loan as of the close of business on the Cut-off Date, after deduction of all payments of principal;

(32)the Note date of the Mortgage Loan;

(33) the mortgage insurance certificate number and percentage of coverage, if applicable;

(34)the Mortgagor’s date of birth;

(35) the MIN Number for each Mortgage Loan, if applicable;

(36)employer name;

(37)subsidy program code;

(38)servicer name;

(39)the combined Loan-to-Value Ratio;

(40)the total Loan-to-Value Ratio;

(41)whether the Mortgage Loan is convertible (Y or N);

(42) a code indicating whether the Mortgage Loan is a relocation loan (Y or N);

(43)a code indicating whether the Mortgage Loan is a leasehold loan (Y or N);

(44)a code indicating whether the Mortgage Loan is an Alt A loan (Y or N);

(45)a code indicating whether the Mortgage Loan is a no ratio loan (Y or N);

(46) a code indicating whether the Mortgage Loan is a Pledged Asset Mortgage Loan (Y or N);

(47)effective LTV percentage for Pledged Asset Mortgage Loans;

(48)citizenship type code;

(49) a code indicating whether the Mortgage Loan is a conforming or non-conforming loan, based on the original loan balance;

(50)the name of the client for which the Mortgage Loan was originated;

(51)the program code;

(52)the loan sub doc code;

(53)the remaining interest-only term for Interest Only Mortgage Loans;

The Company shall provide the following

For the Home Mortgage Disclosure Act (HMDA):

(54)the Mortgagor’s and co-Mortgagor’s (if applicable) ethnicity;

(55)the Mortgagor’s and co-Mortgagor’s (if applicable) race;

(56)lien status;

(57)for cash-out refinance loans, the cash purpose;

(58)the Mortgagor’s and co-Mortgagor’s (if applicable) gender;

(59)the Mortgagor’s and co-Mortgagor’s (if applicable) social security numbers;

(60)the number of units for the property;

(61)the year in which the property was built;

(62)the qualifying monthly income of the Mortgagor;

(63)the number of bedrooms contained in the property;

(64)a code indicating first time buyer (Y or N);

(65)the total rental income, if any;

The Seller shall provide the following

for the adjustable rate Mortgage Loans (if applicable):

(66)the maximum Mortgage Interest Rate under the terms of the Mortgage Note;

(67)the Periodic Interest Rate Cap;

(68)the Index;

(69)the next Adjustment Date;

(70)the Gross Margin; and

(71)the lifetime interest rate cap.

MASTER MORTGAGE LOAN PURCHASE AGREEMENT

This is an Amended and Restated Master Mortgage Loan Purchase Agreement (the "Agreement"), dated as of November 1, 2004 by and between EMC Mortgage Corporation, having an office at 909 Hidden Ridge Drive, Suite 200, Irving, Texas 75038 (the "Purchaser") and Wells Fargo Bank, N.A., having an office at 1 Home Campus, Des Moines, Iowa 50328-0001 (the "Seller").

WITNE&#1 60;SSETH

WHEREAS, the Seller agrees to sell, and the Purchaser agrees to purchase, from time to time certain conventional residential mortgage loans (the "Mortgage Loans") on a servicing retained basis as described herein:

WHEREAS, the Mortgage Loans shall be delivered as pools of whole loans (each a “Loan Package”) on various dates as provided herein (each a “Closing Date”); and

WHEREAS, the parties intend hereby to set forth the terms and conditions upon which the proposed Transactions will be effected.

NOW THEREFORE, in consideration of the promises and the mutual agreements set forth herein, the parties hereto agree as follows:

SECTION 1. All capitalized terms not otherwise defined herein have the respective meanings set forth in the Amended and Restated Master Seller's Warranties and Servicing Agreement, dated as of the date herewith (the“Master Seller's Warranties and Servicing Agreement").

SECTION 2. Agreement to Purchase. The Seller agrees to sell, and the Purchaser agrees to purchase from time to time, Mortgage Loans having an aggregate principal balance on the applicable related Cut-off Date in an amount as set forth in the related Commitment Letters or in such other amount as agreed by the Purchaser and the Seller as evidenced by the actual aggregate principal balance of the Mortgage Loans in the related Loan Package accepted by the Purchaser on the related Closing Date. The Mortgage Loans will be delivered pursuant to the Master Seller's Warranties and Servicing Agreement.

SECTION 3.Mortgage Schedules. The Seller will provide the Purchaser with certain information constituting a listing of the Mortgage Loans to be purchased under this Agreement for each Transaction (the "Mortgage Loan Schedule"). Each Mortgage Loan Schedule shall conform to the definition of "Mortgage Loan Schedule" under the Master Seller's Warranties and Servicing Agreement.

SECTION 4. Purchase Price. The purchase price for each Loan Package (the "Purchase Price") shall be the percentage of par as stated in the related Commitment Letter, multiplied by the aggregate principal balance, as of the related Cut-off Date, of the Mortgage Loans listed in the related Loan Package, after application of scheduled payments of principal for such related Loan Package due on or before the related Cut-off Date whether or not collected. The purchase price for a Loan Package may be adjusted as stated in the related Commitment Letter.

In addition to the Purchase Price, the Purchaser shall pay to the Seller, at closing, accrued interest on the initial principal amount of the Mortgage Loans at the weighted average Mortgage Loan Remittance Rate for each Loan Package from the related Cut-off Date through the day prior to the related Closing Date, inclusive.

With respect to each Loan Package, the Purchaser shall be entitled to (1) all scheduled principal due after the related Cut-off Date, (2) all other recoveries of principal collected after the related Cut-off Date (provided, however, that all scheduled payments of principal due on or before the related Cut-off Date and collected by the Seller after the related Cut-off Date shall belong to the Seller), and (3) all payments of interest on the Mortgage Loans at the Mortgage Loan Remittance Rate (minus that portion of any such payment which is allocable to the period prior to the related Cut-off Date). The principal balance of each Mortgage Loan as of the related Cut-off Date is determined after application of payments of principal due on or before the related Cut-off Date whether or not collected. Therefore, payments of scheduled principal and interest prepaid for a due date beyond the related Cut-off Date shall not be applied to the principal balance as of the related Cut-off Date. Such prepaid amounts (minus interest at the Servicing Fee Rate) shall be the property of the Purchaser. The Seller shall deposit any such prepaid amounts into the Custodial Account, which account is established for the benefit of the Purchaser for subsequent remittance by the Seller to the Purchaser.

SECTION 5. Examination of Mortgage Files. Prior to each Closing Date, the Seller shall (a) deliver to the Purchaser in escrow, for examination, the Mortgage File for each Mortgage Loan, including a copy of the Assignment of Mortgage, pertaining to each Mortgage Loan, or (b) make the Mortgage Files available to the Purchaser for examination at the Seller's offices or such other location as shall otherwise be agreed upon by the Purchaser and the Seller. Such examination may be made by the Purchaser or by any prospective purchaser of the Mortgage Loans from the Purchaser, at any time before or after such related Closing Date, upon prior reasonable notice to the Seller. The fact that the Purchaser or any prospective purchaser of the Mortgage Loans has conducted or has failed to conduct any partial or complete examination of the Mortgage Files shall not affect the Purchaser's (or any of its successor's) rights to demand repurchase, substitution or other relief as provided under the Master Seller's Warranties and Servicing Agreement.

Prior to Seller’s receipt of the Purchase Price, the Purchaser shall cause the Custodian to act as bailee for the sole and exclusive benefit of the Seller pursuant to the Custodial Agreement and act only in accordance with Seller’s instructions. Upon the Seller’s receipt of the Purchase Price, the Seller shall provide notification to the Custodian to release ownership of the Mortgage Loan Documents contained in the Custodial Mortgage File. Such notification shall be in a form of a written notice by facsimile or other electronic media, with a copy sent to the Purchaser. Subsequent to such release, such Mortgage Loan Documents shall be retained by the Custodian for the benefit of the Purchaser. All Mortgage Loan Documents related to Mortgage Loans not purchased by the Purchaser on the Closing Date, shall be maintained by the Custodian for the benefit of the Seller and shall be returned to the Seller within two (2) Business Days after the Closing Date.

SECTION 6.Representations, Warranties and Agreements of Seller. The Seller agrees and acknowledges that it shall, as a condition to the consummation of the transactions contemplated hereby, make the representations and warranties specified in Section 3.01 and 3.02 of the Master Seller's Warranties and Servicing Agreement, as of each related Closing Date. The meaning of the term "Agreement" as used in Sections 3.01 and 3.02 of the Master Seller's Warranties and Servicing Agreement shall include this Agreement. The Seller, without conceding that the Mortgage Loans are securities, hereby makes the following additional representations, warranties and agreements which shall be deemed to have been made as of the related Closing Date:

a)neither the Seller nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of any Mortgage Loans, any interest in any Mortgage Loans or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of any Mortgage Loans, any interest in any Mortgage Loans or any other similar security from, or otherwise approached or negotiated with respect to any Mortgage Loans, any interest in any Mortgage Loans 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 which would constitute a distribution of the Mortgage Loans under the Securities Act or which would render the disposition of any Mortgage Loans a violation of Section 5 of the Securities 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 Mortgage Loans; and

b)the Seller has not dealt with any broker or agent or anyone else who might be entitled to a fee or commission in connection with this transaction other than the Purchaser.

SECTION 7.Representation, Warranties and Agreement of Purchaser. The Purchaser, without conceding that the Mortgage Loans are securities, hereby makes the following representations, warranties and agreements, which shall have been deemed to have been made as of the related Closing Date.

a)the Purchaser understands that the Mortgage Loans have not been registered under the Securities Act or the securities laws of any state;

b)the Purchaser is acquiring the Mortgage Loans for its own account only and not for any other person;

c)the Purchaser 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 Mortgage Loans;

d)the Purchaser has been furnished with all information regarding the Mortgage Loans which it has requested from the Seller or the Company; and

e)neither the Purchaser nor anyone acting on its behalf offered, transferred, pledged, sold or otherwise disposed of any Mortgage Loan, any interest in any Mortgage Loan or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of any Mortgage Loan, any interest in any Mortgage Loan or any other similar security from, or otherwise approached or negotiated with respect to any Mortgage Loan, any interest in any Mortgage Loan 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 which would constitute a distribution of the Mortgage Loans under the Securities Act or which would render the disposition of any Mortgage Loan a violation of Section 5 of the Securities 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 Mortgage Loans.

SECTION 8.Closing. The closing for the purchase and sale of each Loan Package shall take place on the related Closing Date. At the Purchaser's option, the Closing shall be either: by telephone, confirmed by letter or wire as the parties shall agree; or conducted in person, at such place as the parties shall agree.

The closing shall be subject to each of the following conditions:

a)all of the representations and warranties of the Seller under this Agreement and under the Master Seller's Warranties and Servicing Agreement shall be true and correct as of such related Closing Date and no event shall have occurred which, with notice or the passage of time, would constitute a default under this Agreement or an Event of Default under the Master Seller's Warranties and Servicing Agreement;

b)the Purchaser shall have received, or the Purchaser's attorneys shall have received in escrow, all Closing Documents as specified in Section 9 of this Agreement, in such forms as are agreed upon and acceptable to the Purchaser, duly executed by all signatories other than the Purchaser as required pursuant to the respective terms thereof;

c)the Seller shall have delivered and released to the Custodian under the Master Seller's Warranties and Servicing Agreement all documents required pursuant to the related Custodial Agreement, and

d)all other terms and conditions of this Agreement shall have been complied with.

Subject to the foregoing conditions, the Purchaser shall pay to the Seller on such related Closing Date the applicable Purchase Price, plus accrued interest pursuant to Section 4 of this Agreement, by wire transfer of immediately available funds to the account designated by the Seller.

SECTION 9.Closing Documents. With respect to the Mortgage Loans, the Closing Documents shall consist of the following documents:

On the initial Closing Date:

1. the Master Seller's Warranties and Servicing Agreement, in three counterparts;

2. this Agreement in two counterparts;

3. the Custodial Agreement, dated as November 30, 1999, by and between EMC Mortgage Corporation as Owner, and Wells Fargo Bank, N.A. (formerly Wells Fargo Bank Minnesota, N.A.) attached as an exhibit to the Master Seller's Warranties and Servicing Agreement;

4. the Mortgage Loan Schedule for the related Loan Package, one copy to be attached to each counterpart of the Master Seller's Warranties and Servicing Agreement, to each counterpart of this Agreement, and to each counterpart of the Custodial Agreement, as the Mortgage Loan Schedule thereto;

5. a Receipt and Certification, as required under the Custodial Agreement;

6. an Opinion of Counsel of the Seller, in the form of Exhibit 1 hereto; and

7. an Assignment and Conveyance Agreement for the related Mortgage Loans.

On each subsequent Closing Date, the following documents:

1. the Mortgage Loan Schedule for the related Loan Package;

2. an Assignment and Conveyance Agreement for the related Mortgage Loans; and

3. a Receipt and Certification, as required under the Custodial Agreement.

SECTION 10.Costs. The Purchaser shall pay any commissions due its salesmen, the legal fees and expenses of its attorneys and the costs and expenses associated with the Custodian. The Seller shall be responsible for reasonable costs and expenses associated with any preparation of the initial assignments of mortgage. All other costs and expenses incurred in connection with the transfer and delivery of the Mortgage Loans, including fees for title policy endorsements and continuations and the Seller's attorney fees, shall be paid by the Seller.

SECTION 11.Servicing The Mortgage Loans shall be serviced by the Seller in accordance with the terms of the Master Seller's Warranties and Servicing Agreement. The Seller shall be entitled to servicing fees calculated as provided therein, at the Servicing Fee Rate.

SECTION 12.Financial Statements. The Seller understands that in connection with the Purchaser's marketing of the Mortgage Loans, the Purchaser shall make available to prospective purchasers a Consolidated Statement of Operations of the Seller for the most recently completed two fiscal years respecting which such a statement is available, as well as a Consolidated Statement of Condition at the end of the last two (2) fiscal years covered by such Consolidated Statement of Operations. The Purchaser shall also make available any comparable interim statements to the extent any such statements have been prepared by the seller in a format intended or otherwise suitable for the public at large. The Seller, if it has not already done so, agrees to furnish promptly to the Purchaser copies of the statements specified above. The Seller shall also make available information on its servicing performance with respect to loans in its own portfolio and loans serviced for others (if any), including foreclosure and delinquency ratios.

The Seller also agrees to allow access to a knowledgeable (as shall be determined by the Seller) financial or accounting officer for the purpose of answering questions asked by any prospective purchaser regarding recent developments affecting the Seller or the financial statements of the Seller.

SECTION 13.Mandatory Delivery. The sale and delivery on each Closing Date of the related Mortgage Loans described on the respective Mortgage Loan Schedules is mandatory, it being specifically understood and agreed that each Mortgage Loan must be unique and identifiable on such related Closing Date and that an award of money damages would be insufficient to compensate the Purchaser for the losses and damages incurred by the Purchaser (including damages to prospective purchasers of the Mortgage Loans) in the event of the Seller's failure to deliver the Mortgage Loans on or before such related Closing Date. All rights and remedies of the Purchaser under this Agreement are distinct from, and cumulative with, any other rights or remedies under this Agreement or afforded by law or equity and all such rights and remedies may be exercised concurrently, independently or successively.

SECTION 14.Notices. All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if mailed, by registered or certified mail, return receipt requested, or, if by other means, when received by the other party at the address shown on the first page hereof, or such other address as may hereafter be furnished to the other party by like notice. Any such demand, notice of communication hereunder shall be deemed to have been received on the date delivered to or received at the premises of the addressee (as evidenced, in the case of registered or certified mail, by the date noted on the return receipt).

SECTION 15.Severability Clause. Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction. To the extent permitted by applicable law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof. If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is as close as possible to the economic effect of this Agreement without regard to such invalidity.

SECTION 16.Counterparts. This Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original, and all such counterparts shall constitute one and the same instrument.

SECTION 17.Place of Delivery and Governing Law. This Agreement shall be deemed in effect when a fully executed counterpart thereof is received by the Purchaser in the State of New York and shall be deemed to have been made in State of New York. The Agreement shall be construed in accordance with the laws of the State of New York and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with the laws of the State of New York, except to the extent preempted by Federal Law.

Each of the Seller and the Purchaser hereby knowingly, voluntarily and intentionally waives any and all rights it may have to a trial by jury in respect of any litigation based on, or arising out of, under, or in connection with, this Agreement, or any other documents and instruments executed in connection herewith, or any course of conduct, course of dealing, statements (whether oral or written), or actions of the Seller or the Purchaser. This provision is a material inducement for the Purchaser to enter into this Agreement.

SECTION 18.Further Agreements. The Purchaser and the Seller each agree to execute and deliver to the other such additional documents, instruments or agreements as may be necessary or appropriate to effectuate the purposes of this Agreement.

Without limiting the generality of the foregoing, the Seller shall reasonably cooperate with the Purchaser in connection with the initial resales of the Mortgage Loans by the Purchaser. In that connection, the Seller shall provide to the Purchaser: (i) any and all information and appropriate verification of information, whether through letters of its auditors and counsel or otherwise, as the Purchaser shall reasonably request, and (ii) such additional representations, warranties, covenants, opinions of counsel, letters from auditors and certificates of public officials or officers of the Seller as are reasonably believed necessary by the Purchaser in connection with such resales. The requirement of the Seller pursuant to (ii) above shall terminate on the related Closing Date, except as provided pursuant to Article IX of the Master Seller’s Warranties and Servicing Agreement. Prior to incurring any out-of-pocket expenses pursuant to this paragraph, the Seller shall notify the Purchaser in writing of the estimated amount of such expense. The Purchaser shall reimburse the Seller for any such expense following its receipt of appropriate details thereof.

SECTION 19.Intention of the Parties. It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, an undivided 100% ownership interest in the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for Federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Mortgage Loan Files to determine the characteristics of the Mortgage Loans which shall affect the Federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

SECTION 20.Successors and Assigns; Assignment of Purchase Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Seller and the Purchaser and the respective successors and assigns of the Seller and the Purchaser. This Agreement shall not be assigned, pledged or hypothecated by the Seller to a third party without the consent of the Purchaser.

SECTION 21. Waivers; Other Agreements. No term or provision of this Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

SECTION 22. Exhibits. The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

SECTION 23. General Interpretive Principles. For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

a)the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

b)accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally accepted accounting principles;

c)references herein to "Articles", "Sections", "Subsections", "Paragraphs", and other subdivisions without reference to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

d)a reference to a Subsection without further reference to a Section is a reference to such Subsection as contained in the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

e)the words "herein", "hereof", "hereunder" and other words of similar import refer to this Agreement as a whole and not to any particular provision; and

f)the term "include" or "including" shall mean without limitation by reason of enumeration.

SECTION 24. Reproduction of Documents. This Agreement and all documents relating thereto, including, without limitation, (a) consents, waivers and modifications which may hereafter be executed, (b) documents received by any party at the closing, and (c) financial statements, certificates and other information previously or hereafter furnished, may be reproduced by any photographic, photostatic, microfilm, micro-card, miniature photographic or other similar process. The parties agree that any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding, whether or not the original is in existence and whether or not such reproduction was made by a party in the regular course of business, and that any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

[Signatures Follow]

IN WITNESS WHEREOF, the Seller and the Purchaser have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the date first above written.

EMC MORTGAGE CORPORATION

(Purchaser)

By:

Name:

Title:

WELLS FARGO BANK, N.A.

(Seller)

By:

Name:

Title:

EXHIBIT 1

FORM OF OPINION OF COUNSEL

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Re:Mortgage Loan Sale by Wells Fargo Bank, N.A. (the “Company”) to EMC Mortgage Corporation (the “Purchaser”) of first lien mortgage loans (the “Mortgage Loans”) pursuant to that certain Amended and Restated Master Seller’s Warranties and Servicing Agreement and Amended and Restated Master Mortgage Loan Purchase Agreement by and between the Company and the Purchaser, dated as of November 1, 2005.

Dear Sir/Madam:

I am @ of Wells Fargo Bank, N.A. and have acted as counsel to Wells Fargo Bank, N.A. (the “Company”), with respect to certain matters in connection with the sale by the Company of Mortgage Loans pursuant to that certain Amended and Restated Master Seller’s Warranties and Servicing Agreement and Amended and Restated Master Mortgage Loan Purchase Agreement by and between the Company and EMC Mortgage Corporation (the “Purchaser”), dated as of November 1, 2005, (the “Agreements”), which sale is in the form of whole Mortgage Loans. Capitalized terms not otherwise defined herein have the meanings set forth in the Amended and Restated Master Seller’s Warranties and Servicing Agreement.

I have examined the following documents:

1. the Amended and Restated Master Seller’s Warranties and Servicing Agreement;

2. the Amended and Restated Master Mortgage Loan Purchase Agreement;

3. the Custodial Agreement;

4. the form of endorsement of the Mortgage Notes; and

5. such other documents, records and papers as I have deemed necessary and relevant as a basis for this opinion.

To the extent I have deemed necessary and proper, I have relied upon the representations and warranties of the Company contained in the Agreements. I have assumed the authenticity of all documents submitted to me as originals, the genuineness of all signatures, the legal capacity of natural persons and the conformity to the originals of all documents.

Based upon the foregoing, it is my opinion that;

1. The Company is a national banking association duly organized, validly existing and in good standing under the laws of the United States.

2. The Company has the power to engage in the transactions contemplated by the Agreements, the Custodial Agreement and all requisite power, authority and legal right to execute and deliver the Agreements, the Custodial Agreement and the Mortgage Loans, and to perform and observe the terms and conditions of such instruments.

3. Each person who, as an officer or attorney-in-fact of the Company, signed (a) the Agreements, each dated as of November 1, 2005, by and between the Company and the Purchaser, and (b) any other document delivered prior hereto or on the date hereof in connection with the sale and servicing of the Mortgage Loans in accordance with the Agreements was, at the respective times of such signing and delivery, and is, as of the date hereof, duly elected or appointed, qualified and acting as such officer or attorney-in-fact, and the signatures of such persons appearing on such documents are their genuine signatures.

4. Each of the Agreements, the Custodial Agreement, and the Mortgage Loans, has been duly authorized, executed and delivered by the Company and is a legal, valid and binding agreement enforceable in accordance with its terms, subject to the effect of insolvency, liquidation, convervatorship and other similar laws administered by the Federal Deposit Insurance Corporation affecting the enforcement of contract obligations of insured banks and subject to the application of the rules of equity, including those respecting the availability of specific performance, none of which will materially interfere with the realization of the benefits provided thereunder or with the Purchaser’s ownership of the Mortgage Loans.

5. The Company has been duly authorized to allow any of its officers to execute any and all documents by original signature in order to complete the transactions contemplated by the Agreements and the Custodial Agreement, and by original or facsimile signature in order to execute the endorsements to the Mortgage Notes and the assignments of the Mortgages, and the original or facsimile signature of the officer at the Company executing the endorsements to the Mortgage Notes and the assignments of the Mortgages represents the legal and valid signature of said officer of the Company.

6. Either (i) no consent, approval, authorization or order of any court or governmental agency or body is required for the execution, delivery and performance by the Company of or compliance by the Company with the Agreements, the Custodial Agreement or the sale and delivery of the Mortgage Loans or the consummation of the transactions contemplated by the Agreements, and the Custodial Agreement; or (ii) any required consent, approval, authorization or order has been obtained by the Company.

7. Neither the consummation of the transactions contemplated by, nor the fulfillment of the terms of the Agreements and the Custodial Agreement, will conflict with or results in or will result in a breach of or constitutes or will constitute a default under the charter or by-laws of the Company, the terms of any indenture or other agreement or instrument to which the Company is a party or by which it is bound or to which it is subject, or violates any statute or order, rule, regulations, writ, injunction or decree of any court, governmental authority or regulatory body to which the Company is subject or by which it is bound.

8. There is no action, suit, proceeding or investigation pending or, to the best of my knowledge, threatened against the Company which, in my opinion, either in any one instance or in the aggregate, may result in any material adverse change in the business, operations, financial condition, properties or assets of the Company or in any material impairment of the right or ability of the Company to carry on its business substantially as now conducted or in any material liability on the part of the Company or which would draw into question the validity of the Agreements, and the Custodial Agreement, or of any action taken or to be taken in connection with the transactions contemplated thereby, or which would be likely to impair materially the ability of the Company to perform under the terms of the Agreements and the Custodial Agreement.

9. For purposes of the foregoing, I have not regarded any legal or governmental actions, investigations or proceedings to be "threatened" unless the potential litigant or governmental authority has manifested to the legal department of the Company or an employee of the Company responsible for the receipt of process a present intention to initiate such proceedings; nor have I regarded any legal or governmental actions, investigations or proceedings as including those that are conducted by state or federal authorities in connection with their routine regulatory activities. The sale of each Mortgage Note and Mortgage as and in the manner contemplated by the Agreements is sufficient fully to transfer all right, title and interest of the Company thereto as noteholder and mortgagee, apart from the rights to service the Mortgage Loans pursuant to the Agreements.

10. The form of endorsement that is to be used with respect to the Mortgage Loans is legally valid and sufficient to duly endorse the Mortgage Notes to the Purchaser. Upon the completion of the endorsement of the Mortgage Notes and the completion of the assignments of the Mortgages, and the recording thereof, the endorsement of the Mortgage Notes, the delivery to the Custodian of the completed assignments of the Mortgages, and the delivery of the original endorsed Mortgage Notes to the Custodian would be sufficient to permit the entity to which such Mortgage Note is initially endorsed at the Purchaser’s direction, and to whom such assignment of Mortgages is initially assigned at the Purchaser’s direction, to avail itself of all protection available under applicable law against the claims of any present or future creditors of the Company, and would be sufficient to prevent any other sale, transfer, assignment, pledge or hypothecation of the Mortgages and the Mortgage Notes by the Company from being enforceable.

This opinion is given to you for your sole benefit, and no other person or entity is entitled to rely hereon except that the purchaser or purchasers to which you initially and directly resell the Mortgage Loans may rely on this opinion as if it were addressed to them as of its date.

Sincerely,

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EXHIBIT I

ASSIGNMENT AGREEMENTS

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

This Assignment, Assumption and Recognition Agreement (the “Agreement”) is made and entered into as of May 31, 2006 (the “Closing Date”), among EMC Mortgage Corporation, having an address at Mac Arthur Ridge II, 909 Hidden Ridge Drive, Suite 200, Irving, Texas, 75038 (the “Assignor”), U.S. Bank National Association, not individually but solely as Trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2, having an address at One Federal Street, 3rd Floor, Boston, MA 02110 (the “Assignee”) and Countrywide Home Loans Servicing LP, having an address at 7105 Corporate Drive, Plano, Texas 75024 (the “Company”).

WHEREAS, the Assignor has acquired certain mortgage loans set forth on Exhibit A (the “Mortgage Loans”) from the Seller pursuant to that certain Seller’s Warranties and Servicing Agreement, dated as of September 1, 2002, as amended by Amendment No. 1, dated January 1, 2003, Amendment No.2, dated September 1, 2004 and Amendment Reg AB to the Master Mortgage Loan Purchase and Servicing Agreement, dated as of January 1, 2006, by and between the Assignor and Countrywide Home Loans, Inc. (the “SWS Agreement”); and

WHEREAS, the Seller has assigned its rights and obligations under the SWS Agreement to the Company and the Company is currently servicing the Mortgage Loans for the benefit of the Assignor in accordance with the terms and conditions of the SWS Agreement.

For and in consideration of the mutual promises and agreements contained herein, and other valuable consideration, the receipt and sufficiency of which hereby are acknowledged, and of the mutual covenants herein contained, the parties hereto hereby agree as follows:

1.Defined terms used in this Agreement and not otherwise defined herein shall have the meaning set forth in the SWS Agreement.

2.The Company recognizes the Assignor as owner of the Mortgage Loans and acknowledges that it is currently servicing the Mortgage Loans for the benefit of the Assignor. From and after the date hereof, the Company agrees that it will service the Mortgage Loans pursuant to the terms of the SWS Agreement (as modified herein) which terms are incorporated herein by reference.

3.The Assignor hereby grants, transfers and assigns to the Assignee all of the right, title, interest and obligations of the Assignor, as purchaser, in, to and under (a) the Mortgage Loans and (b) the SWS Agreement with respect to the Mortgage Loans.

4.The Assignor specifically reserves and does not assign to the Assignee hereunder any and all right, title and interest in, to and under any and all obligations of the Assignor with respect to any mortgage loans subject to the SWS Agreement which are not Mortgage Loans and are not the subject of this Agreement.

5.The Assignor warrants and represents to, and covenants with, the Assignee that as of the date hereof:

(a) Attached hereto as Exhibit B is a true and accurate copy of the servicing provisions of the SWS Agreement (Articles IV, V, and VI), which is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any material respect, nor has any notice of termination been given thereunder;

(b) The Assignor is the lawful owner of the Mortgage Loans with full right to transfer the Mortgage Loans and any and all of its interests, rights and obligations under the SWS Agreement as they relate to the Mortgage Loans, free and clear from any and all claims and encumbrances; and upon the transfer of the Mortgage Loans to the Assignee as contemplated herein, the Assignee shall have good title to each and every Mortgage Loan, as well as any and all of the Assignor’s interests, rights and obligations under the SWS Agreement, except as otherwise set forth herein, as they relate to the Mortgage Loans, free and clear of any and all liens, claims and encumbrances;

(c) There are no known offsets, counterclaims or other defenses available to the Company with respect to the Mortgage Loans or the SWS Agreement;

(d) The Assignor has no knowledge of, and has not received notice of, any waivers under, or any modification of, any Mortgage Loan;

(e) The Assignor is duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, and has all requisite power and authority to acquire, own and sell the Mortgage Loans;

(f) The Assignor has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of the Assignor’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of the Assignor’s charter or by-laws or any legal restriction, or any material agreement or instrument to which the Assignor is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Assignor or its property is subject. The execution, delivery and performance by the Assignor of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on the part of the Assignor. This Agreement has been duly executed and delivered by the Assignor and, upon the due authorization, execution and delivery by the Assignee and the Company, will constitute the valid and legally binding obligation of the Assignor enforceable against the Assignor in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

(g) No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by the Assignor in connection with the execution, delivery or performance by the Assignor of this Agreement, or the consummation by it of the transactions contemplated hereby. Neither the Assignor nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Mortgage Loans or any interest in the Mortgage Loans, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Mortgage Loans, or any interest in the Mortgage Loans or otherwise approached or negotiated with respect to the Mortgage Loans, or any interest in the Mortgage Loans 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 which would constitute a distribution of the Mortgage Loans under the Securities Act of 1933, as amended (the “1933 Act”) or which would render the disposition of the Mortgage Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto; and

(h) The Assignor has received from the Company, and has delivered to the Assignee, all documents required to be delivered to the Assignor by the Company prior to the date hereof pursuant to the SWS Agreement with respect to the Mortgage Loans and has not received, and has not requested from the Company, any additional documents.

6.The Assignee warrants and represents to, and covenants with, the Assignor and the Company as of the date hereof:

(a) The Assignee is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has all requisite power and authority to hold the Mortgage Loans as trustee on behalf of the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2;

(b) The Assignee has full corporate power and authority to execute and deliver this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of the Assignee’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of the Assignee’s charter or by-laws or any legal restriction, or any material agreement or instrument to which the Assignee is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Assignee or its property is subject. The execution, delivery and performance by the Assignee of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on the part of the Assignee. This Agreement has been duly executed and delivered by the Assignee and, upon the due authorization, execution and delivery by the Assignor and the Company, will constitute the valid and legally binding obligation of the Assignee enforceable against the Assignee in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

(c) No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by the Assignee in connection with the execution, delivery or performance by the Assignee of this Agreement, or the consummation by it of the transactions contemplated hereby; and

(d) The Assignee assumes for the benefit of each of the Assignor and the Company all of the Assignor’s rights and obligations as “Purchaser” thereunder but solely with respect to such Mortgage Loans; provided however, that the Assignee is assuming such obligations solely in its capacity as trustee for Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2 and not individually, and any recourse against the Assignee in respect of such obligations shall be limited solely to the assets it may hold as trustee of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2.

7.The Company warrants and represents to, and covenants with, the Assignor and the Assignee as of the date hereof:

(a) The SWS Agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any material respect, except as contemplated herein, nor has any notice of termination been given thereunder;

(b) The Company is duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation, and has all requisite power and authority to service the Mortgage Loans and otherwise to perform its obligations under the SWS Agreement;

(c) The Company has full power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of the Company’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of the Company’s formation documents or any legal restriction, or any material agreement or instrument to which the Company is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Company or its property is subject. The execution, delivery and performance by the Company of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary action on the part of the Company. This Agreement has been duly executed and delivered by the Company, and, upon the due authorization, execution and delivery by the Assignor and the Assignee, will constitute the valid and legally binding obligation of the Company, enforceable against the Company in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

(d) No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by the Company in connection with the execution, delivery or performance by the Company of this Agreement, or the consummation by it of the transactions contemplated hereby;

(e) The Company shall establish a Custodial Account and an Escrow Account under the SWS Agreement in favor of the Assignee with respect to the Mortgage Loans separate from the Custodial Account and Escrow Account previously established in favor of the Assignor; and

8.The Company hereby restates the representations and warranties set forth in Section 2(b) of the Amendment Reg AB as of the date hereof.

Each such notice/update should be sent to the Assignor by e-mail to regABnotifications@bear.com. Additionally, all such notifications, other than those pursuant to (i)(b)(2) above, should be sent to:

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

With a copy to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

Notifications pursuant to (i)(b)(2) above should be sent to:

EMC Mortgage Corporation

Two Mac Arthur Ridge

909 Hidden Ridge Drive, Suite 200

Irving, TX 75038

Attention: Associate General Counsel for Loan Administration

Facsimile: (972) 831-2555

With copies to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

9.The Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns) harmless against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that the Assignee (and its successors and assigns) may sustain in any way related to any breach of the representations or warranties of the Assignor set forth in this Agreement or the breach of any covenant or condition contained herein.

Recognition of the Assignee

10.From and after the date hereof, the Company shall recognize the Assignee as owner of the Mortgage Loans, and acknowledges that the Mortgage Loans will be part of a REMIC, and will service the Mortgage Loans in accordance with the SWS Agreement. It is the intention of the Assignor, the Company and the Assignee that this Agreement shall be binding upon and for the benefit of the respective permitted successors and assigns of the parties hereto. Neither the Company nor the Assignor shall amend or agree to amend, modify, waive, or otherwise alter any of the terms or provisions of the SWS Agreement which amendment, modification, waiver or other alteration would in any way affect the Mortgage Loans without the prior written consent of the Assignee, which shall not be unreasonably withheld.

11.Notwithstanding any term hereof to the contrary, the execution and delivery of this Agreement by the Assignee is solely in its capacity as trustee for Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2 and not individually, and any recourse against the Assignee in respect of any obligations it may have under or pursuant to the terms of this Agreement shall be limited solely to the assets it may hold as trustee of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2.

Modification of the SWS Agreement:

12.The Company and the Assignor hereby amend the SWS Agreement as follows:

(a)Section 6.04, 6.05 and 6.07 and clause (x) of Section 10.01, all as added by Amendment No. 2 to the Servicing Agreement are deleted in their entirety.

(b)Exhibit F to the SWS Agreement is hereby deleted in its entirety and replaced with the reporting exhibits attached hereto as Exhibit D in formats mutually agreeable to the Company and the Master Servicer. Notwithstanding the foregoing, the Company is not required to report data relating to prepayment charges or penalties.

13.The Company hereby acknowledges that Wells Fargo Bank, National Association (the “Master Servicer”) has been appointed as the master servicer of the Mortgage Loans pursuant to the pooling and servicing agreement for the Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2, and therefore has the right to enforce on behalf of the Assignee all obligations of the Company under the SWS Agreement.  Such right will include, without limitation, the right to terminate the Servicer under the SWS Agreement upon the occurrence of an event of default thereunder, the right to receive all remittances required to be made by the Company under the SWS Agreement, the right to receive all monthly reports and other data required to be delivered by the Company under the SWS Agreement, the right to examine the books and records of the Company and the right to exercise certain rights of consent and approval relating to actions taken by the Company. Notwithstanding the foregoing, it is understood that the Company shall not be obligated to defend and indemnify and hold harmless the Master Servicer, the Assignor and the Assignee against any losses, damages, penalties, fines, forfeiture, judgments and any related costs including, without limitation, reasonable and necessary legal fees, resulting from (i) actions or inactions of the Company which were taken or omitted upon the instruction or direction of the Master Servicer or Assignee, as applicable, or (ii) the failure of the Master Servicer or the Assignee, as applicable, to perform the obligations of the servicing provisions of the SWS Agreement.

The Company shall make all distributions under the SWS Agreement to the Master Servicer by wire transfer of immediately available funds to:

Wells Fargo Bank, National Association

ABA # 121000248

Account Name: SAS Clearing

Account # 3970771416

For Further Credit to: BSARM 2006-2, Account # 50920200

and the Company shall deliver all reports required to be delivered under the SWS Agreement to the Assignee at the address set forth in Section 12 herein and to the Master Servicer at:

Wells Fargo Bank, National Association

9062 Old Annapolis Road

Columbia, Maryland 21045

Attention: Client Manager BSARM 2006-2

Telecopy No.: (410) 715-2380

14.Notices:

The Assignor’s address for purposes of all notices and correspondence related to the Mortgage Loans and this Agreement is:

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067

Attention: President or General Counsel

The Assignee’s address for purposes of all notices and correspondence related to the Mortgage Loans and this Agreement is:

U.S. Bank National Association,

as Trustee

One Federal Street, 3rd Floor

Boston, Massachusetts 02210

Attention: Corporate Trust Services, BSARM 2006-2

Telecopier No.: (617) 603-6638

The Company’s address for purposes of all notices and correspondence related to the Mortgage Loans and this Agreement is:

Countrywide Home Loans Servicing LP

400 Countrywide Way

Simi Valley, California 93065

Attention: Lupe Montero

Miscellaneous:

15.Each party will pay any commissions it has incurred and the Assignor shall pay the fees of its attorneys and the reasonable fees of the attorneys of the Assignee and the Company in connection with the negotiations for, documenting of and closing of the transactions contemplated by this Agreement.

16.This Agreement shall be construed in accordance with the laws of the State of New York, without regard to conflicts of law principles, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

17.No term or provision of this Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

18.This Agreement shall inure to the benefit of the permitted successors and assigns of the parties hereto. Any entity into which the Assignor, the Assignee, or the Company may be merged or consolidated shall, without the requirement for any further writing, be deemed the Assignor, the Assignee, or the Company, respectively, hereunder.

19.This Agreement shall survive the conveyance of the Mortgage Loans, the assignment of the SWS Agreement to the extent of the Mortgage Loans by the Assignor to the Assignee and the termination of the SWS Agreement.

20.This Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same instrument.

21.In the event that any provision of this Agreement conflicts with any provision of the SWS Agreement with respect to the Mortgage Loans, the terms of this Agreement shall control.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized officers as of the date first above written.

U.S. BANK NATIONAL ASSOCIATION, not individually but solely as trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2

By:__________________________________

Name:

Title:

EMC MORTGAGE CORPORATION

By:___________________________________

Name:

Title

COUNTRYWIDE HOME LOANS SERVICING LP

By: Countrywide GP, Inc., its General Partner

By:___________________________________

Name:

Title:

Acknowledged and Agreed

WELLS FARGO BANK,

NATIONAL ASSOCIATION

By:

Name:

Title:

Exhibit A

Mortgage Loans

[Provided Upon Request]

Exhibit B

Articles IV, V, and VI of the SWS Agreement.

[Provided Upon Request]

Exhibit C

AFFILIATION DISCLOSURE

(Pursuant to Item 1119 of Regulation AB)

1.Sponsor and any affiliate, including but not limited to:

a. EMC Mortgage Corporation

b. Bear, Stearns & Co. Inc.

c. Bear, Stearns Securities Corp.

d. Bear Stearns Structured Products

e. Bear, Stearns International Limited

2.Depositor and any affiliate, including but not limited to:

a. Bear Stearns Asset Backed Securities I LLC

b. Structured Asset Mortgage Investments II Inc.

3.Bear Stearns ARM Trust 2006-2 and any affiliate

4.U.S. Bank National Association, as Trustee, and any affiliate

5.Significant obligor and any affiliate - [None]

6.Enhancement or support provider and any affiliate - [None]

7.1100(d)(1) parties - any named party in the Securitization Transaction:

a. Cap Contract Provider: [None]

b. Underwriter: Bear, Stearns & Co. Inc.

c. Servicers: [EMC Mortgage Corporation; GMAC; Bank of America; Wells Fargo Bank, N.A.]

d. Master Servicer: Wells Fargo Bank, National Association

e. Unaffiliated Servicer of 20%: [EMC Mortgage Corporation, Wells Fargo, GMAC, Bank of America]

f. Originator of 10%: [Bank of America]

g. Securities Administrator: Wells Fargo Bank, National Association

h. Custodian: Wells Fargo Bank, National Association

EXHIBIT D

Standard File Layout - Master Servicing
Column Name	Description	Decimal	Format Comment	Max Size
SER_INVESTOR_NBR	A value assigned by the Servicer to define a group of loans.		Text up to 10 digits	20
LOAN_NBR	A unique identifier assigned to each loan by the investor.		Text up to 10 digits	10
SERVICER_LOAN_NBR	A unique number assigned to a loan by the Servicer. This may be different than the LOAN_NBR.		Text up to 10 digits	10
BORROWER_NAME	The borrower name as received in the file. It is not separated by first and last name.		Maximum length of 30 (Last, First)	30
SCHED_PAY_AMT	Scheduled monthly principal and scheduled interest payment that a borrower is expected to pay, P&I constant.	2	No commas(,) or dollar signs ($)	11
NOTE_INT_RATE	The loan interest rate as reported by the Servicer.	4	Max length of 6	6
NET_INT_RATE	The loan gross interest rate less the service fee rate as reported by the Servicer.	4	Max length of 6	6
SERV_FEE_RATE	The servicer's fee rate for a loan as reported by the Servicer.	4	Max length of 6	6
SERV_FEE_AMT	The servicer's fee amount for a loan as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
NEW_PAY_AMT	The new loan payment amount as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
NEW_LOAN_RATE	The new loan rate as reported by the Servicer.	4	Max length of 6	6
ARM_INDEX_RATE	The index the Servicer is using to calculate a forecasted rate.	4	Max length of 6	6
ACTL_BEG_PRIN_BAL	The borrower's actual principal balance at the beginning of the processing cycle.	2	No commas(,) or dollar signs ($)	11
ACTL_END_PRIN_BAL	The borrower's actual principal balance at the end of the processing cycle.	2	No commas(,) or dollar signs ($)	11
BORR_NEXT_PAY_DUE_DATE	The date at the end of processing cycle that the borrower's next payment is due to the Servicer, as reported by Servicer.		MM/DD/YYYY	10
SERV_CURT_AMT_1	The first curtailment amount to be applied.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_DATE_1	The curtailment date associated with the first curtailment amount.		MM/DD/YYYY	10
CURT_ADJ_ AMT_1	The curtailment interest on the first curtailment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_AMT_2	The second curtailment amount to be applied.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_DATE_2	The curtailment date associated with the second curtailment amount.		MM/DD/YYYY	10
CURT_ADJ_ AMT_2	The curtailment interest on the second curtailment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_AMT_3	The third curtailment amount to be applied.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_DATE_3	The curtailment date associated with the third curtailment amount.		MM/DD/YYYY	10
CURT_ADJ_AMT_3	The curtailment interest on the third curtailment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
PIF_AMT	The loan "paid in full" amount as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
PIF_DATE	The paid in full date as reported by the Servicer.		MM/DD/YYYY	10
			Action Code Key: 15=Bankruptcy, 30=Foreclosure, , 60=PIF, 63=Substitution, 65=Repurchase,70=REO	2
ACTION_CODE	The standard FNMA numeric code used to indicate the default/delinquent status of a particular loan.
INT_ADJ_AMT	The amount of the interest adjustment as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
SOLDIER_SAILOR_ADJ_AMT	The Soldier and Sailor Adjustment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
NON_ADV_LOAN_AMT	The Non Recoverable Loan Amount, if applicable.	2	No commas(,) or dollar signs ($)	11
LOAN_LOSS_AMT	The amount the Servicer is passing as a loss, if applicable.	2	No commas(,) or dollar signs ($)	11
SCHED_BEG_PRIN_BAL	The scheduled outstanding principal amount due at the beginning of the cycle date to be passed through to investors.	2	No commas(,) or dollar signs ($)	11
SCHED_END_PRIN_BAL	The scheduled principal balance due to investors at the end of a processing cycle.	2	No commas(,) or dollar signs ($)	11
SCHED_PRIN_AMT	The scheduled principal amount as reported by the Servicer for the current cycle -- only applicable for Scheduled/Scheduled Loans.	2	No commas(,) or dollar signs ($)	11
SCHED_NET_INT	The scheduled gross interest amount less the service fee amount for the current cycle as reported by the Servicer -- only applicable for Scheduled/Scheduled Loans.	2	No commas(,) or dollar signs ($)	11
ACTL_PRIN_AMT	The actual principal amount collected by the Servicer for the current reporting cycle -- only applicable for Actual/Actual Loans.	2	No commas(,) or dollar signs ($)	11
ACTL_NET_INT	The actual gross interest amount less the service fee amount for the current reporting cycle as reported by the Servicer -- only applicable for Actual/Actual Loans.	2	No commas(,) or dollar signs ($)	11
PREPAY_PENALTY_ AMT	The penalty amount received when a borrower prepays on his loan as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
PREPAY_PENALTY_ WAIVED	The prepayment penalty amount for the loan waived by the servicer.	2	No commas(,) or dollar signs ($)	11
MOD_DATE	The Effective Payment Date of the Modification for the loan.		MM/DD/YYYY	10
MOD_TYPE	The Modification Type.		Varchar - value can be alpha or numeric	30
DELINQ_P&I_ADVANCE_AMT	The current outstanding principal and interest advances made by Servicer.	2	No commas(,) or dollar signs ($)	11

REPORTING DATA FOR DEFAULTED LOANS

Data must be submitted to Wells Fargo Bank, N.A. in an Excel spreadsheet format with fixed field names and data type. The Excel spreadsheet should be used as a template consistently every month when submitting data.

Table: Delinquency
Name	Type	Size
Servicer Loan #	Number	8
	(Double)
Investor Loan #	Number	8
	(Double)
Borrower Name	Text	20
Address	Text	30
State	Text	2
Due Date	Date/Time	8
Action Code	Text	2
FC Received	Date/Time	8
File Referred to Atty	Date/Time	8
NOD	Date/Time	8
Complaint Filed	Date/Time	8
Sale Published	Date/Time	8
Target Sale Date	Date/Time	8
Actual Sale Date	Date/Time	8
Loss Mit Approval Date	Date/Time	8
Loss Mit Type	Text	5
Loss Mit Estimated Completion	Date/Time	8
Date
Loss Mit Actual Completion Date	Date/Time	8
Loss Mit Broken Plan Date	Date/Time	8
BK Chapter	Text	6
BK Filed Date	Date/Time	8
Post Petition Due	Date/Time	8
Motion for Relief	Date/Time	8
Lift of Stay	Date/Time	8
RFD	Text	10
Occupant Code	Text	10
Eviction Start Date	Date/Time	8
Eviction Completed Date	Date/Time	8
List Price	Currency	8
List Date	Date/Time	8
Accepted Offer Price	Currency	8
Accepted Offer Date	Date/Time	8
Estimated REO Closing Date	Date/Time	8
Actual REO Sale Date	Date/Time	8

•Items in bold are MANDATORY FIELDS. We must receive information in those fields every month in order for your file to be accepted.

The Action Code Field should show the applicable numeric code to indicate that a special action is being taken. The Action Codes are the following:

12-Relief Provisions

15-Bankruptcy/Litigation

20-Referred for Deed-in-Lieu

30-Referred fore Foreclosure

60-Payoff

65-Repurchase

70-REO-Held for Sale

71-Third Party Sale/Condemnation

72-REO-Pending Conveyance-Pool Insurance claim filed

Wells Fargo Bank will accept alternative Action Codes to those above, provided that the Codes are consistent with industry standards. If Action Codes other than those above are used, the Servicer must supply Wells Fargo Bank with a description of each of the Action Codes prior to sending the file.

Description of Action Codes:

Action Code 12 - To report a Mortgage Loan for which the Borrower has been granted relief for curing a delinquency. The Action Date is the date the relief is expected to end. For military indulgence, it will be three months after the Borrower’s discharge from military service.

Action Code 15 - To report the Borrower’s filing for bankruptcy or instituting some other type of litigation that will prevent or delay liquidation of the Mortgage Loan. The Action Date will be either the date that any repayment plan (or forbearance) instituted by the bankruptcy court will expire or an additional date by which the litigation should be resolved.

Action Code 20 - To report that the Borrower has agreed to a deed-in-lieu or an assignment of the property. The Action Date is the date the Servicer decided to pursue a deed-in-lieu or the assignment.

Action Code 30 - To report that the decision has been made to foreclose the Mortgage Loan. The Action Date is the date the Servicer referred the case to the foreclosure attorney.

Action Code 60 - To report that a Mortgage Loan has been paid in full either at, or prior to, maturity. The Action Date is the date the pay-off funds were remitted to the Master Servicer.

Action Code 65 - To report that the Servicer is repurchasing the Mortgage Loan. The Action Date is the date the repurchase proceeds were remitted to the Master Servicer.

Action Code 70 - To report that a Mortgage Loan has been foreclosed or a deed-in-lieu of foreclosure has been accepted, and the Servicer, on behalf of the owner of the Mortgage Loan, has acquired the property and may dispose of it. The Action Date is the date of the foreclosure sale or, for deeds-in-lieu, the date the deed is recorded on behalf of the owner of the Mortgage Loan.

Action Code 71 - To report that a Mortgage Loan has been foreclosed and a third party acquired the property, or a total condemnation of the property has occurred. The Action Date is the date of the foreclosure sale or the date the condemnation award was received.

Action Code 72 - To report that a Mortgage Loan has been foreclosed, or a deed-in-lieu has been accepted, and the property may be conveyed to the mortgage insurer and the pool insurance claim has been filed. The Action Date is the date of the foreclosure sale, or, for deeds-in-lieu, the date of the deed for conventional mortgages.

The Loss Mit Type field should show the approved Loss Mitigation arrangement. The following are acceptable:

ASUM-Approved Assumption

BAP-Borrower Assistance Program

CO-Charge Off

DIL-Deed-in-Lieu

FFA-Formal Forbearance Agreement

MOD-Loan Modification

PRE-Pre-Sale

SS-Short Sale

MISC-Anything else approved by the PMI or Pool Insurer

Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are consistent with industry standards. If Loss Mitigation Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property. The acceptable codes are:

Mortgagor

Tenant

Unknown

Vacant

REALIZED LOSS CALCULATION INFORMATION WELLS FARGO BANK, N.A. Form 332

Calculation of Realized Loss

Purpose

To provide the Servicer with a form for the calculation of any Realized Loss (or gain) as a result of a Mortgage Loan having been foreclosed and Liquidated.

Distribution

The Servicer will prepare the form in duplicate and send the original together with evidence of conveyance of title and appropriate supporting documentation to the Master Servicer with the Monthly Accounting Reports which supports the Mortgage Loan’s removal from the Mortgage Loan Activity Report. The Servicer will retain the duplicate for its own records.

Due Date

With respect to any liquidated Mortgage Loan, the form will be submitted to the Master Servicer no later than the date on which statements are due to the Master Servicer under Section 4.02 of this Agreement (the “Statement Date”) in the month following receipt of final liquidation proceeds and supporting documentation relating to such liquidated Mortgage Loan; provided, that if such Statement Date is not at least 30 days after receipt of final liquidation proceeds and supporting documentation relating to such liquidated Mortgage Loan, then the form will be submitted on the first Statement Date occurring after the 30^th day following receipt of final liquidation proceeds and supporting documentation.

Preparation Instructions

The numbers on the form correspond with the numbers listed below.

1.The actual Unpaid Principal Balance of the Mortgage Loan.

2.The Total Interest Due less the aggregate amount of servicing fee that would have been earned if all delinquent payments had been made as agreed.

3-7. Complete as necessary. All line entries must be supported by copies of appropriate statements,

vouchers, receipts, canceled checks, etc., to document the expense. Entries not properly

documented will not be reimbursed to the Servicer.

8. Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as calculated on a monthly basis.

10. The total of lines 1 through 9.

Credits

11-17. Complete as necessary. All line entries must be supported by copies of the appropriate claims forms, statements, payment checks, etc. to document the credit. If the Mortgage Loan is subject to a Bankruptcy Deficiency, the difference between the Unpaid Principal Balance of the Note prior to the Bankruptcy Deficiency and the Unpaid Principal Balance as reduced by the Bankruptcy Deficiency should be input on line 16.

18. The total of lines 11 through 17.

Total Realized Loss (or Amount of Any Gain)

19. The total derived from subtracting line 18 from 10. If the amount represents a realized gain, show the amount in parenthesis ( ).

WELLS FARGO BANK, N.A.

CALCULATION OF REALIZED LOSS

WELLS FARGO BANK, N.A. Trust: ___________________________

Prepared by: __________________ Date: _______________

Phone: ______________________

Servicer Loan No. Servicer Name Servicer Address

WELLS FARGO BANK, N.A.

Loan No._____________________________

Borrower’s Name:________________________________________________________

Property

Address:________________________________________________________________

Liquidation and Acquisition Expenses:
Actual Unpaid Principal Balance of Mortgage Loan	$ _______________(1)
Interest accrued at Net Rate	________________(2)
Attorney’s Fees	________________(3)
Taxes	________________(4)
Property Maintenance	________________(5)
MI/Hazard Insurance Premiums	________________(6)
Hazard Loss Expenses	________________(7)
Accrued Servicing Fees	________________(8)
Other (itemize)	________________(9)
	$ _________________
Total Expenses	$ ______________(10)
Credits:
Escrow Balance	$ ______________(11)
HIP Refund	________________(12)
Rental Receipts	________________(13)
Hazard Loss Proceeds	________________(14)
Primary Mortgage Insurance Proceeds	________________(15)
Proceeds from Sale of Acquired Property	________________(16)
Other (itemize)	________________(17)
	___________________
	___________________
Total Credits	$________________(18)

Total Realized Loss (or Amount of Gain) $________________

Exhibit I

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

This Assignment, Assumption and Recognition Agreement (this “AAR Agreement”) is made and entered into as of May 31, 2006 (the “Closing Date”), among EMC Mortgage Corporation (the “Assignor”), U.S. Bank National Association, not individually but solely as trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2 (the “Assignee”) and GMAC Mortgage Corporation (the “Company”).

Whereas, the Assignor purchased mortgage loans from the Company (the “Mortgage Loans”) pursuant to that certain Mortgage Loan Purchase Agreement, dated as of February 1, 2005, between the Assignor and the Company (the “MLPA”) and that certain term sheet dated March 28, 2006 between the Assignor and the Company (the “Term Sheet”, together with the MLPA, the “Purchase Agreement”);

Whereas, the Assignor and the Company entered into that certain Servicing Agreement, dated as of May 1, 2001, as amended by Amendment No. 1, dated as of October 1, 2001, Amendment No. 2, dated as of July 31, 2002 and Amendment No. 3, dated as of December 20, 2005 (as amended, the “Servicing Agreement”), pursuant to which the Company agreed to service the Mortgage Loans.

In consideration of the mutual promises and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree that the Mortgage Loans listed on Attachment 1 annexed hereto (the “Assigned Loans”) shall be subject to the terms of this AAR Agreement. Any capitalized term used and not otherwise defined herein shall have the meaning assigned to such term in the Servicing Agreement.

Assignment and Assumption

1.Except as expressly provided for herein, the Assignor hereby grants, transfers and assigns to the Assignee all of its right, title and interest in, to and under (a) the Assigned Loans and (b) as it relates to the Assigned Loans, the Servicing Agreement. Notwithstanding anything to the contrary contained herein, the Assignor is not assigning to the Assignee any of its right, title and interest in, to and under the Servicing Agreement with respect to any other mortgage loan other than the Assigned Loans. Except as is otherwise expressly provided herein, the Assignor makes no representations, warranties or covenants to the Assignee and the Assignee acknowledges that the Assignor has no obligations to the Assignee under the terms of the Servicing Agreement or otherwise relating to the transaction contemplated herein (including, but not limited to, any obligation to indemnify the Assignee).

Assignor acknowledges and agrees that upon execution of this AAR Agreement, the Assignee shall become the “Owner” under the Servicing Agreement, and all representations, warranties and covenants by the “Servicer” to the “Owner” under the Servicing Agreement including, but not limited to, the rights to receive indemnification, shall accrue to Assignee by virtue of this AAR Agreement.

Representations, Warranties and Covenants

2.Assignor warrants and represents to, and covenants with, Assignee and Company as of the date hereof that:

a.   Attached hereto as Attachment 2 is a true and correct copy of the Servicing Agreement, which Servicing Agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

b.   Assignor is the lawful owner of the Assigned Loans with full right to transfer the Assigned Loans and any and all of its interests, rights and obligations under the Servicing Agreement as they relate to the Assigned Loans, free and clear from any and all claims and encumbrances; and upon the transfer of the Assigned Loans to Assignee as contemplated herein, Assignee shall have good title to each and every Assigned Loan, as well as any and all of Assignee’s interests, rights and obligations under the Servicing Agreement as they relate to the Assigned Loans, free and clear of any and all liens, claims and encumbrances;

c.   There are no offsets, counterclaims or other defenses available to the Company with respect to the Assigned Loans, the Purchase Agreement or the Servicing Agreement;

d.   Assignor has no knowledge of, and has not received notice of, any waivers under, or any modification of, any Assigned Loan;

e.   Assignor is duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

f.   Assignor has full corporate power and authority to execute, deliver and perform its obligations under this AAR Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this AAR Agreement is in the ordinary course of Assignor’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignor’s charter or by-laws or any legal restriction, or any material agreement or instrument to which Assignor is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Assignor or its property is subject. The execution, delivery and performance by Assignor of this AAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Assignor. This AAR Agreement has been duly executed and delivered by Assignor and, upon the due authorization, execution and delivery by Assignee and the parties hereto, will constitute the valid and legally binding obligation of Assignor enforceable against Assignor in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law; and

g.   No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Assignor in connection with the execution, delivery or performance by Assignor of this AAR Agreement, or the consummation by it of the transactions contemplated hereby. Neither Assignor nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Assigned Loans or any interest in the Assigned Loans, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Assigned Loans, or any interest in the Assigned Loans or otherwise approached or negotiated with respect to the Assigned Loans, or any interest in the Assigned Loans 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 which would constitute a distribution of the Assigned Loans under the Securities Act of 1933, as amended (the “1933 Act”) or which would render the disposition of the Assigned Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto.

3.The Assignee warrants and represents to, and covenants with, the Assignor and the Company as of the date hereof that:

a.   Assignee is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has all requisite power and authority to hold the Assigned Loans as trustee on behalf of the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2;

b.   Assignee has full corporate power and authority to execute, deliver and perform under this AAR Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this AAR Agreement is in the ordinary course of Assignee’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignee’s charter or by-laws or any legal restriction, or any material agreement or instrument to which Assignee is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Assignee or its property is subject. The execution, delivery and performance by Assignee of this AAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Assignee. This AAR Agreement has been duly executed and delivered by Assignee and, upon the due authorization, execution and delivery by Assignor and the parties hereto, will constitute the valid and legally binding obligation of Assignee enforceable against Assignee in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

c.   No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Assignee in connection with the execution, delivery or performance by Assignee of this AAR Agreement, or the consummation by it of the transactions contemplated hereby; and

d.   The Assignee assumes all of the rights of the Owner under the Servicing Agreement with respect to the Assigned Loans other than the right to enforce the obligations of the Servicer under the Servicing Agreement.

4.Company warrants and represents to, and covenants with, Assignee and Assignor, as of the date hereof, that:

a.   Attached hereto as Attachment 2 is a true and correct copy of the Servicing Agreement, which agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

b.   Company is duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, and has all requisite power and authority to service the Assigned Loans and otherwise to perform its obligations under the Servicing Agreement;

c.   Company has full corporate power and authority to execute, deliver and perform its obligations under this AAR Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this AAR Agreement is in the ordinary course of Company’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Company’s articles of incorporation or any legal restriction, or any material agreement or instrument to which Company is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Company or its property is subject. The execution, delivery and performance by Company of this AAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Company. This AAR Agreement has been duly executed and delivered by Company, and, upon the due authorization, execution and delivery by Assignor and Assignee, will constitute the valid and legally binding obligation of Company, enforceable against Company in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

d.   No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Company in connection with the execution, delivery or performance by Company of this AAR Agreement, or the consummation by it of the transactions contemplated hereby;

e.   Company shall establish a Custodial Account and an Escrow Account under the Servicing Agreement in favor of Assignee with respect to the Assigned Loans separate from the Custodial Account and Escrow Account previously established under the Servicing Agreement in favor of Assignor;

f.   Pursuant to Section 10.02 of the Servicing Agreement, the Company hereby restates the representations and warranties set forth in Article III of the Servicing Agreement with respect to the Company and the Assigned Loans as of the date hereof; and

g.   Neither this AAR Agreement nor any certification, statement, report or other agreement, document or instrument furnished or to be furnished by the Company pursuant to this AAR Agreement contains or will contain any materially untrue statement of fact or omits or will omit to state a fact necessary to make the statements contained therein not misleading.

5.Company warrants and represents to, and covenants with, Assignor and Structured Asset Mortgage Investments II Inc. (“SAMI II”) as of the date hereof:

a.   Company is not aware and has not received notice that any default, early amortization or other performance triggering event has occurred as to any other securitization due to any act or failure to act of the Company;

b.   No material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Company as servicer has been disclosed or reported by the Company;

c.   Company has not been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger;

d.   No material changes to the Company’s policies or procedures with respect to the servicing function it will perform under the Servicing Agreement and this AAR Agreement for mortgage loans of a type similar to the Assigned Loans have occurred during the three-year period immediately preceding the date hereof;

e.   There are no aspects of the Company’s financial condition that could have a material adverse effect on the performance by the Company of its servicing obligations under the Servicing Agreement and this AAR Agreement;

f.   There are no material legal or governmental proceedings pending (or known to be contemplated) against the Company, any Subservicer or any third-party originator; and

g.   There are no affiliations, relationships or transactions relating to the Company or any Subservicer with respect to this Securitization Transaction and any party thereto of a type described in Item 1119 of Regulation AB.

Notwithstanding anything to the contrary in the Agreement, the Company shall (or shall cause any Third-Party Originator to) (i) immediately notify Assignor and SAMI II in writing of (A) legal proceedings pending against the Company, or proceedings known to be contemplated by governmental authorities against the Company which in the judgment of the Company would be, in each case, material to purchasers of securities backed by the Assigned Loans, (B) any affiliations or relationships of the type described in Item 1119(b) of Regulation AB that develop following the date hereof between the Company and any of the above listed parties or other parties identified in writing by the Assignor or SAMI II with respect to the Securitization Transaction and (ii) provide to the Assignor and SAMI II a description of such proceedings, affiliations or relationships.

Each such notice/update should be sent to the Assignor by e-mail to regABnotifications@bear.com. Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

With a copy to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

Notifications pursuant to (i)(A) above should be sent to:

EMC Mortgage Corporation

Two Mac Arthur Ridge

909 Hidden Ridge Drive, Suite 200

Irving, TX 75038

Attention: Associate General Counsel for Loan Administration

Facsimile: (972) 831-2555

With copies to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

6.Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns) harmless against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that Assignee (and its successors and assigns) may sustain in any way related to any breach of the representations or warranties of Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

7.It is expressly understood and agreed by the parties hereto that insofar as this AAR Agreement is executed on behalf of the Assignee (i) this AAR Agreement is executed and delivered by U.S. Bank National Association, not in its individual capacity but solely as trustee under the Pooling and Servicing Agreement, dated as of May 1, 2006 (the “Pooling and Servicing Agreement”), among the Assignor, SAMI II, U.S. Bank National Association, as trustee and Wells Fargo Bank, N.A. as securities administrator and master servicer, in the exercise of the powers and authority conferred and vested in it, (ii) each of the representations, undertakings and agreements herein made on the part of the Assignee is made and intended not as representations, warranties, covenants, undertakings and agreements by U.S. Bank National Association in its individual capacity, but is made and intended for the purpose of binding only the Assignee, (iii) under no circumstances shall U.S. Bank National Association in its individual capacity be personally liable for the payment of any indebtedness or expenses of the Assignee or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Assignee under this AAR Agreement and (iv) any recourse against the Assignee in respect of any obligations it may have under or pursuant to the terms of this AAR Agreement shall be limited solely to the assets it may hold as trustee of Bear Stearns ARM Trust, Series 2006-2.

Recognition of Assignee

8.From and after the date hereof, Company shall recognize Assignee as owner of the Assigned Loans, and will service the Assigned Loans for Assignee as if Assignee and Company had entered into a separate servicing agreement for the servicing of the Assigned Loans in the form of the Servicing Agreement (as modified herein), the terms of which are incorporated herein by reference. The Company acknowledges that the Assigned Loans will be part of a REMIC, and will service the Assigned Loans in accordance with the Servicing Agreement but in no event in a manner that would (i) cause any REMIC to fail to qualify as a REMIC or (ii) result in the imposition of a tax upon any REMIC (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code). It is the intention of Assignor, Company and Assignee that this AAR Agreement shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto. Neither Company nor Assignor shall amend or agree to amend, modify, waive, or otherwise alter any of the terms or provisions of the Servicing Agreement which amendment, modification, waiver or other alteration would in any way affect the Assigned Loans without the prior written consent of Assignee.

Modification of Servicing Agreement

9.The Company and Assignor hereby amend the Servicing Agreement as follows:

(a)   The following definitions are added to Article I of the Servicing Agreement:

Assignee: U.S. Bank National Association, as trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2.

Master Servicer: Wells Fargo Bank, N.A., or its successors in interest who meet the qualifications of the Pooling and Servicing Agreement and this Agreement.

Pooling and Servicing Agreement: That certain pooling and servicing agreement, dated as of May 1, 2006, among Structured Asset Mortgage Investments II Inc., the Trustee, Wells Fargo Bank, N.A. as securities administrator, the Master Servicer and the Owner.

Trustee: U.S. Bank National Association, or its successor in interest, or any successor trustee appointed as provided in the Pooling and Servicing Agreement.

(b)   The definition of “Business Day” is deleted in its entirety and replaced with the following:

Business Day: Any day other than: (i) a Saturday or Sunday, or (ii) a legal holiday in the States of New York, Illinois, Maryland, Minnesota or the Commonwealth of Pennsylvania (iii) a day on which banks in the States of New York, Illinois, Maryland, Minnesota or the Commonwealth of Pennsylvania are authorized or obligated by law or executive order to be closed.

(c)   The definition of Qualified Depository is deleted in its entirety and replaced with the following:

Qualified Depository: A separate and segregated account established with a depository, the accounts of which are insured by the FDIC through BIF or the SAIF and the short term debt ratings of which are rated in the highest rating category by Standard & Poor's Rating Services, a division of The McGraw-Hill Companies Inc., Moody's Investors Services, Inc., or Fitch, Inc.

(d)   Exhibit G of the Servicing Agreement is deleted in its entirety and replaced with the following:

EXHIBIT G

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

The assessment of compliance to be delivered by [the Company] [Name of Subservicer] shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”:

Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
	General Servicing Considerations
1122(d)(1)(i)	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.	x
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.	x
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.	x
	Cash Collection and Administration
1122(d)(2)(i)	Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.	x
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.	x
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.	x
1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.	x
1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.	x
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.	x
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.	x
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.	x
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.	x
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.	x
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	x
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.	x
1122(d)(4)(ii)	Mortgage loan and related documents are safeguarded as required by the transaction agreements	x
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	x
1122(d)(4)(iv)	Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.	x
1122(d)(4)(v)	The Servicer’s records regarding the mortgage loans agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.	x
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor's mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.	x
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.	x
1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).	x
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.	x
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.	x
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.	x
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.

[NAME OF COMPANY]

[NAME OF SUBSERVICER]

Date:

By:

Name:

Title:

Miscellaneous

10.All demands, notices and communications related to the Assigned Loans, the Servicing Agreement and this AAR Agreement shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, as follows:

a.   In the case of Company,

GMAC Mortgage Corporation

500 Enterprise Road

Horsham, Pennsylvania 19044

Attention: Mr. Frank Ruhl

Telecopier No.: (215) 682-3396

b.   In the case of Assignor,

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, Texas 75067

Attention: President or General Counsel

Telecopier No.: (972) 442-2880

c.   In the case of Assignee,

U.S. Bank National Association, as Trustee

One Federal Street, 3^rd Floor

Boston, Massachusetts 02110

Attention: Corporate Trust Services, BSARM 2006-2

Telecopier No.: (617) 603-6638

11.The Company hereby acknowledges that Wells Fargo Bank, N.A. (the “Master Servicer”) has been appointed as the master servicer of the Assigned Loans pursuant to the Pooling and Servicing Agreement, dated as of May 1, 2006, among the Assignor, the Assignee, SAMI II, Wells Fargo Bank, N.A. as securities administrator and the Master Servicer, and therefor has the right to enforce all obligations of the Company, as they relate to the Assigned Loans, under the Servicing Agreement. Such right will include, without limitation, the right to terminate the Company under the Servicing Agreement upon the occurrence of an event of default thereunder, the right to receive all remittances required to be made by the Company under the Servicing Agreement, the right to receive all monthly reports and other data required to be delivered by the Company under the Servicing Agreement, the right to examine the books and records of the Company, indemnification rights, and the right to exercise certain rights of consent and approval relating to actions taken by the Company. The Company shall make all distributions under the Servicing Agreement, as they relate to the Assigned Loans, to the Master Servicer by wire transfer of immediately available funds to:

Wells Fargo Bank, N.A.

ABA# 121000248

Account Name: SAS Clearing

Account # 3970771416

For Further Credit to: BSARM 2006-2, Account # 50920200

and the Company shall deliver all reports required to be delivered under the Servicing Agreement, as they relate to the Assigned Loans, to the Assignee at the address set forth in Section 10 herein and to the Master Servicer at:

Wells Fargo Bank, N.A.

9062 Old Annapolis Road

Columbia, Maryland 21045

Attention: Client Manager BSARM 2006-2 Telecopier No: (410) 715-2380

12.THIS AAR AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

13.No term or provision of this AAR Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

14.This AAR Agreement shall inure to the benefit of the successors and assigns of the parties hereto. Any entity into which Assignor, Assignee or Company may be merged or consolidated shall, without the requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

15.This AAR Agreement shall survive the conveyance of the Assigned Loans, the assignment of the Servicing Agreement to the extent of the Assigned Loans by Assignor to Assignee and the termination of the Servicing Agreement and the Purchase Agreement.

16.This AAR Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same instrument.

17.In the event that any provision of this AAR Agreement conflicts with any provision of the Servicing Agreement with respect to the Assigned Loans, the terms of this AAR Agreement shall control.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first above written.

EMC MORTAGE CORPORATION, the Assignor	U.S. BANK NATIONAL ASSOCIATION, not individually but solely as trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2, the Assignee
By:	By:
Name:	Name:
Title:	Title:
GMAC MORTGAGE CORPORATION, the Company
By:
Name:
Title:

Acknowledged and Agreed

WELLS FARGO BANK, N.A.

the Master Servicer

By:

Name:

Title:

STRUCTURED ASSET MORTGAGE

INVESTMENTS II INC.

By:

Name:

Title:

ATTACHMENT 1

ASSIGNED LOANS

[Provided Upon Request]

ATTACHMENT 2

SERVICING AGREEMENT

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

This is an Assignment, Assumption and Recognition Agreement (this “AAR Agreement”) made as of May 31, 2006, among EMC Mortgage Corporation (the “Assignor”), U.S. Bank National Association, not individually but solely as trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2 (the “Assignee”) and Bank of America, National Association (the “Company”).

In consideration of the mutual promises contained herein the parties hereto agree that the residential mortgage loans (the “Assigned Loans”) listed on Attachment 1 annexed hereto (the “Assigned Loan Schedule”) now serviced by Company for Assignor and its successors and assigns pursuant to (a) the Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement, dated April 1, 2005 as modified by the Regulation AB Compliance Addendum to Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement (the “Reg AB Addendum”), dated December 21, 2005, each by and between the Assignor and the Company (collectively, the “Mortgage Loan Sale and Servicing Agreement”) and (b) those certain Term Sheets dated February 8, 2006 and March 16, 2006, each by and between Assignor and Company (the “Term Sheets” and together with the Mortgage Loan Sale and Servicing Agreement, the “Agreements”) shall be subject to the terms of this AAR Agreement. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Mortgage Loan Sale and Servicing Agreement.

Assignment and Assumption

1.Assignor hereby grants, transfers and assigns to Assignee all of the right, title and interest of Assignor in the Assigned Loans and, as they relate to the Assigned Loans, all of its right, title and interest in, to and under the Mortgage Loan Sale and Servicing Agreement. Notwithstanding anything to the contrary contained herein, the Assignor specifically reserves and does not assign to the Assignee any right, title and interest in, to or under the representations and warranties contained in Subsection 7.01 and Subsection 7.02 of the Mortgage Loan Sale and Servicing Agreement, and any obligation of the Company to cure, repurchase or substitute for a mortgage loan and to indemnify the Assignor with respect to a breach of such representations and warranties pursuant to Subsection 7.03 of the Mortgage Loan Sale and Servicing Agreement, and the Assignor is retaining the right to enforce the representations and warranties and the obligations of the Company set forth in those sections against the Company. Assignor specifically reserves and does not assign to Assignee any right, title and interest in, to or under any Mortgage Loans subject to the Mortgage Loan Sale and Servicing Agreement other than those set forth on Attachment 1.

Representations, Warranties and Covenants

2.Assignor warrants and represents to Assignee and Company as of the date hereof:

a.   Attached hereto as Attachment 2 is a true and accurate copy of the Mortgage Loan Sale and Servicing Agreement, which agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

b.   Assignor was the lawful owner of the Assigned Loans with full right to transfer the Assigned Loans and any and all of its interests, rights and obligations under the Mortgage Loan Sale and Servicing Agreement as they relate to the Assigned Loans, free and clear from any and all claims and encumbrances; and upon the transfer of the Assigned Loans to Assignee as contemplated herein, Assignee shall have good title to each and every Assigned Loan, as well as any and all of Assignee’s interests, rights and obligations under the Mortgage Loan Sale and Servicing Agreement as they relate to the Assigned Loans, free and clear of any and all liens, claims and encumbrances;

c.   There are no offsets, counterclaims or other defenses available to Company with respect to the Assigned Loans or the Mortgage Loan Sale and Servicing Agreement;

d.   Assignor has no knowledge of, and has not received notice of, any waivers under, or any modification of, any Assigned Loan;

e.   Assignor is duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

f.   Assignor has full corporate power and authority to execute, deliver and perform its obligations under this AAR Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this AAR Agreement is in the ordinary course of Assignor’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignor’s charter or by-laws or any legal restriction, or any material agreement or instrument to which Assignor is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Assignor or its property is subject. The execution, delivery and performance by Assignor of this AAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Assignor. This AAR Agreement has been duly executed and delivered by Assignor and, upon the due authorization, execution and delivery by Assignee and Company, will constitute the valid and legally binding obligation of Assignor enforceable against Assignor in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

g.   No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Assignor in connection with the execution, delivery or performance by Assignor of this AAR Agreement, or the consummation by it of the transactions contemplated hereby. Neither Assignor nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Assigned Loans or any interest in the Assigned Loans, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Assigned Loans, or any interest in the Assigned Loans or otherwise approached or negotiated with respect to the Assigned Loans, or any interest in the Assigned Loans 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 which would constitute a distribution of the Assigned Loans under the Securities Act of 1933, as amended (the “1933 Act”) or which would render the disposition of the Assigned Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto;

h.   Assignor has received from Company, and has delivered to Assignee, all documents required to be delivered to Assignor by Company prior to the date hereof pursuant to Section 6.03 of the Mortgage Loan Sale and Servicing Agreement with respect to the Assigned Loans and has not received, and has not requested from Company, any additional documents; and

i.   No event has occurred from the Closing Date to the date hereof which would render the representations and warranties as to the related Assigned Loans made by Company in Section 7.01 of the Mortgage Loan Sale and Servicing Agreement to be untrue in any material respect.

3.Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

a.   Assignee is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has all requisite power and authority to hold the Mortgage Loans on behalf of the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, 2006-2;

b.   Assignee has full corporate power and authority to execute, deliver and perform its obligations under this AAR Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this AAR Agreement is in the ordinary course of Assignee’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignee’s charter or by-laws or any legal restriction, or any material agreement or instrument to which Assignee is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Assignee or its property is subject. The execution, delivery and performance by Assignee of this AAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Assignee. This AAR Agreement has been duly executed and delivered by Assignee and, upon the due authorization, execution and delivery by Assignor and Company, will constitute the valid and legally binding obligation of Assignee enforceable against Assignee in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

c.   No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Assignee in connection with the execution, delivery or performance by Assignee of this AAR Agreement, or the consummation by it of the transactions contemplated hereby; and

d.   Assignee assumes for the benefit of each of Assignor and Company all of the Assignor’s rights as “Purchaser” thereunder but solely with respect to such Assigned Loans.

4.Company warrants and represents to, and covenant with, Assignor and Assignee as of the date hereof:

a.   Attached hereto as Attachment 2 is a true and accurate copy of the Mortgage Loan Sale and Servicing Agreement, which agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given to the Company thereunder;

b.   Company is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, and has all requisite power and authority to service the Assigned Loans and otherwise to perform its obligations under the Mortgage Loan Sale and Servicing Agreement;

c.   Company has full corporate power and authority to execute, deliver and perform its obligations under this AAR Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this AAR Agreement is in the ordinary course of Company’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Company’s articles of association or by-laws or any legal restriction, or any material agreement or instrument to which Company is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Company or its property is subject. The execution, delivery and performance by Company of this AAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Company. This AAR Agreement has been duly executed and delivered by Company, and, upon the due authorization, execution and delivery by Assignor and Assignee, will constitute the valid and legally binding obligation of Company, enforceable against Company in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

d.   No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Company in connection with the execution, delivery or performance by Company of this AAR Agreement, or the consummation by it of the transactions contemplated hereby, except such as has been obtained, effected or taken prior to the date hereof;

e.   Company shall establish a Custodial Account and an Escrow Account under the Mortgage Loan Sale and Servicing Agreement in favor of Assignee with respect to the Assigned Loans separate from the Custodial Account and Escrow Account previously established under the Mortgage Loan Sale and Servicing Agreement in favor of Assignor; and

f.   No certification, statement, report or other agreement, document or instrument furnished or to be furnished by the Company pursuant to this AAR Agreement contains or will contain any materially untrue statement of fact or omits or will omit to state a fact necessary to make the statements contained therein not misleading.

5.The Company hereby restates the representations and warranties set forth in Section 2.02 of the Reg AB Addendum as of the date hereof.

Notwithstanding anything to the contrary in the Agreement, the Company shall (or shall cause any Third-Party Originator to) (i) immediately notify Assignor and SAMI II in writing of (A) legal proceedings pending against the Company, or proceedings known to be contemplated by governmental authorities against the Company which in the judgment of the Company would be, in each case, material to purchasers of securities backed by the Assigned Loans, (B) any affiliations or relationships of the type described in Item 1119(b) of Regulation AB that develop following the date hereof between the Company and any of the above listed parties or other parties identified in writing by the Assignor or SAMI II with respect to the Securitization Transaction and (ii) provide to the Assignor and SAMI II a description of such proceedings, affiliations or relationships.

Each such notice/update should be sent to the Assignor by e-mail to regABnotifications@bear.com. Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

With a copy to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

Notifications pursuant to (i)(A) above should be sent to:

EMC Mortgage Corporation

Two Mac Arthur Ridge

909 Hidden Ridge Drive, Suite 200

Irving, TX 75038

Attention: Associate General Counsel for Loan Administration

Facsimile: (972) 831-2555

With copies to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

6.Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns) harmless against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that Assignee (and its successors and assigns) may sustain in any way related to any breach of the representations or warranties of Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

7.Notwithstanding any term hereof to the contrary, the execution and delivery of this AAR Agreement by the Assignee is solely in its capacity as trustee for Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2 and not individually, and any recourse against the Assignee in respect of any obligations it may have under or pursuant to the terms of this AAR Agreement shall be limited solely to the assets it may hold as trustee of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2.

Recognition of Assignee

8.From and after the date hereof, Company shall recognize Assignee as owner of the Assigned Loans, and acknowledges that the Assigned Loans will be part of a REMIC, and will service the Assigned Loans in accordance with the Mortgage Loan Sale and Servicing Agreement but in no event in a manner that would (i) cause any REMIC to fail to qualify as a REMIC or (ii) result in the imposition of a tax upon any REMIC (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code). It is the intention of Assignor, Company and Assignee that this AAR Agreement shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto. Neither Company nor Assignor shall amend or agree to amend, modify, waive, or otherwise alter any of the terms or provisions of the Mortgage Loan Sale and Servicing Agreement which amendment, modification, waiver or other alteration would in any way affect the Assigned Loans without the prior written consent of Assignee.

Modification of Mortgage Loan Sale and Servicing Agreement

9.The Company and Assignor hereby amend the Mortgage Loan Sale and Servicing Agreement as follows:

The following definitions are added to Section 1 of the Mortgage Loan Sale and Servicing Agreement:

Assignee: U.S. Bank National Association, as trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2.

REMIC: A “real estate mortgage investment conduit” as defined in Section 860D of the Code.

REMIC Provisions: The provisions of the federal income tax law relating to REMICs, which appear at Sections 860A through 860G of the Code, and related provisions and regulations promulgated thereunder, as the foregoing may be in effect from time to time.

Eligible Account: Any of (i) an account or accounts maintained with a federal or state chartered depository institution or trust company, the long-term unsecured debt obligations and short-term unsecured debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the debt obligations of such holding company, so long as Moody’s is not a Rating Agency) are rated by each Rating Agency in one of its two highest long-term and its highest short-term rating categories respectively, at the time any amounts are held on deposit therein, or (ii) an account or accounts in a depository institution or trust company in which such accounts are insured by the FDIC (to the limits established by the FDIC) and the uninsured deposits in which accounts are otherwise secured such that, as evidenced by an Opinion of Counsel delivered to the Trustee and to each Rating Agency, the Certificateholders have a claim with respect to the funds in such account or a perfected first priority 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 or trust company in which such account is maintained, or (iii) a trust account or accounts maintained with the corporate trust department of a federal or state chartered depository institution or trust company having capital and surplus of not less than $50,000,000, acting in its fiduciary capacity or (iv) any other account acceptable to the Rating Agencies. Eligible Accounts may bear interest, and may include, if otherwise qualified under this definition, accounts maintained with the Trustee.

Master Servicer: Wells Fargo Bank, N.A., or its successors in interest who meet the qualifications of the Pooling and Servicing Agreement and this Agreement.

Pooling and Servicing Agreement: That certain pooling and servicing agreement, dated as of May 1, 2006, among Structured Asset Mortgage Investments Inc. II, the Trustee, the Master Servicer and the Purchaser.

Prepayment Penalty: With respect to any Mortgage Loan, the charges or premiums, if any, due in connection with a full or partial prepayment of such Mortgage Loan in accordance with the terms thereof.

Trustee: U.S. Bank National Association, or its successor in interest, or any successor trustee appointed as provided in the Pooling and Servicing Agreement.

The definition of Business Day in Section 1 of the Mortgage Loan Sale and Servicing Agreement is deleted in its entirety and replaced with the following definition:

Business Day: Any day other than a Saturday or Sunday, or a day on which banking and savings and loan institutions in the States of New York, California, Virginia, Maryland or Minnesota are authorized or obligated by law or executive order to be closed.

The following representations and warranties shall be added to Section 7.01 of the Mortgage Loan Sale and Servicing Agreement:

(fff)No subprime Mortgage Loan originated on or after October 1, 2002 will impose a prepayment premium for a term in excess of three years. Any Mortgage Loans originated prior to such date, and any non-subprime Mortgage Loans, will not impose prepayment penalties in excess of five years.

(ggg)The Servicer for each Mortgage Loan has fully furnished, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (i.e., favorable and unfavorable) on its Mortgagor credit files to Equifax, Experian, and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis.

The following are added as the last three paragraphs of Subsection 11.01 of the Mortgage Loan Sale and Servicing Agreement:

“Notwithstanding anything in this Agreement to the contrary, the Servicer (a) shall not permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate and (b) shall not (unless the Mortgagor is in default with respect to the Mortgage Loan or such default is, in the judgment of the Servicer, reasonably foreseeable) make or permit any modification, waiver or amendment of any term of any Mortgage Loan that would both (i) effect an exchange or reissuance of such Mortgage Loan under Section 1001 of the Code (or Treasury regulations promulgated thereunder) and (ii) cause any REMIC to fail to qualify as a REMIC under the Code or the imposition of any tax on “prohibited transactions” or “contributions” after the startup date under the REMIC Provisions.

Prior to taking any action with respect to the Mortgage Loans which is not contemplated under the terms of this Agreement, the Servicer will obtain an Opinion of Counsel acceptable to the Trustee with respect to whether such action could result in the imposition of a tax upon any REMIC (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code) (either such event, an “Adverse REMIC Event”), and the Servicer shall not take any such action or cause the Trust Fund to take any such action as to which it has been advised that an Adverse REMIC Event could occur.

The Servicer shall not permit the creation of any “interests” (within the meaning of Section 860G of the Code) in any REMIC. The Servicer shall not enter into any arrangement by which a REMIC will receive a fee or other compensation for services nor permit a REMIC 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.”

The following is added to the end of the first paragraph of Section 11.04 of the Mortgage Loan Sale and Servicing Agreement:

“Each Custodial Account shall be an Eligible Account.”

The following is added to the end of the first paragraph of Section 11.06 of the Mortgage Loan Sale and Servicing Agreement:

“Each Escrow Account shall be an Eligible Account.”

The following is added as paragraph (d) of Subsection 11.13 of the Mortgage Loan Sale and Servicing Agreement:

“Any REO Property shall be disposed of by the Servicer before the close of the third taxable year following the taxable year in which the Mortgage Loan became an REO Property, unless the Servicer is otherwise directed by the Assignee.”

The following is added as the second paragraph of Subsection 11.14 of the Mortgage Loan Sale and Servicing Agreement:

"The Servicer shall not waive (or permit a subservicer to waive) any Prepayment Penalty unless: (i) the enforceability thereof shall have been limited by bankruptcy, insolvency, moratorium, receivership and other similar laws relating to creditors’ rights generally, (ii) the enforcement thereof is illegal, or any local, state or federal agency has threatened legal action if the prepayment penalty is enforced, (iii) the mortgage debt has been accelerated in connection with a foreclosure or other involuntary payment or (iv) such waiver is standard and customary in servicing similar Mortgage Loans and relates to a default or a reasonably foreseeable default and would, in the reasonable judgment of the Servicer, maximize recovery of total proceeds taking into account the value of such Prepayment Penalty and the related Mortgage Loan. In no event will the Servicer waive a Prepayment Penalty in connection with a refinancing of a Mortgage Loan that is not related to a default or a reasonably foreseeable default. If a Prepayment Penalty is waived, but does not meet the standards described above, then the Servicer is required to pay the amount of such waived Prepayment Penalty by depositing such amount into the Custodial Account by the immediately succeeding Remittance Date."

The phrase “in a form acceptable for filing with the Securities and Exchange Commission as an exhibit to a Form 10-K” shall be added following the phrase “an Officer’s Certificate” in Subsection 11.20(a) of the Mortgage Loan Sale and Servicing Agreement.

The phrase “in a form acceptable for filing with the Securities and Exchange Commission as an exhibit to a Form 10-K” shall be added following the phrase “to furnish a statement” in Subsection 11.21 of the Mortgage Loan Sale and Servicing Agreement.

The following shall be added as Section 11.26 of the Mortgage Loan Sale and Servicing Agreement:

Section 11.26Fair Credit Reporting Act.

The Servicer for each Mortgage Loan will fully furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (i.e., favorable and unfavorable) on its borrower credit files to Equifax, Experian, and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis.

The word “or” at the end of paragraph (f) of Subsection 13.01 is deleted and the word “or” is added following the semi-colon contained at the end of paragraph (g) of Subsection 13.01.

The following is added as paragraph (h) of Subsection 13.01 of the Mortgage Loan Sale and Servicing Agreement:

“(h) failure by the Company to duly perform within the required time period, its obligations under Subsections 11.20, 11.21 and Section 2.05 of the Reg AB Addendum, which failure continues unremedied for a period of ten (10) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by any party to this Mortgage Loan Sale and Servicing Agreement or by any Master Servicer responsible for master servicing the Mortgage Loans pursuant to a securitization of such Mortgage Loans;”

The following is added as Section 32 of the Mortgage Loan Sale and Servicing Agreement:

SECTION 32. Third Party Beneficiary.

For purposes of this Agreement, any Master Servicer shall be considered a third party beneficiary to this Agreement entitled to all the rights and benefits accruing to any Master Servicer herein as if it were a direct party to this Agreement.

Miscellaneous

10.All demands, notices and communications related to the Assigned Loans, the Mortgage Loan Sale and Servicing Agreement and this AAR Agreement shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, as follows:

a.   In the case of Company,

Bank of America, National Association

201 North Tryon Street

Charlotte, North Carolina 28255

Attention: Secondary Marketing Manager

b.   In the case of Assignor,

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, Texas 75067

Attention: President or General Counsel

Telecopier No.: (972) 444-2880

With a copy to:

Bear Stearns Mortgage Capital Corporation

383 Madison Avenue

New York, New York 10179

Attention: Michelle Sterling

c.   In the case of the Securities Administrator,

Wells Fargo Bank, N.A.

P.O. Box 98

Columbia, Maryland 21046

or, if by overnight delivery to:

9062 Old Annapolis Road

Columbia, Maryland 21045,

Attention: Client Manager BSARM 2006-2

Telecopier No.: (410) 715-2380

d.   In the case of Assignee,

U.S. Bank National Association, as Trustee

One Federal Street, 3^rd Floor

Boston, MA 02110

Attention: Corporate Trust Services

BSARM 2006-2

Telecopier No.: (617) 603-6638

11.Each party will pay any commissions it has incurred and the Assignor shall pay the fees of its attorneys and the reasonable fees of the attorneys of the Assignee and the Company in connection with the negotiations for, documenting of and closing of the transactions contemplated by this AAR Agreement.

12.This AAR Agreement shall be construed in accordance with the laws of the State of New York, without regard to conflicts of law principles, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

13.No term or provision of this AAR Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

14.This AAR Agreement shall inure to the benefit of the successors and assigns of the parties hereto. Any entity into which Assignor, Assignee or Company may be merged or consolidated shall, without the requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

15.This AAR Agreement shall survive the conveyance of the Assigned Loans, the assignment of the Mortgage Loan Sale and Servicing Agreement to the extent of the Assigned Loans by Assignor to Assignee and the termination of the Mortgage Loan Sale and Servicing Agreement.

16.This AAR Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same instrument.

17.In the event that any provision of this AAR Agreement conflicts with any provision of the Mortgage Loan Sale and Servicing Agreement with respect to the Assigned Loans, the terms of this AAR Agreement shall control.

18.The Company hereby acknowledges that Wells Fargo Bank, N.A. has been appointed as the Master Servicer of the Mortgage Loans pursuant to the Pooling and Servicing Agreement, dated as of May 1, 2006, among Structured Asset Mortgage Investments II Inc. (“SAMI II”), the Assignor, Wells Fargo Bank, N.A. and the Assignee and that the Master Servicer has the right to enforce all obligations of the Company under the Mortgage Loan Sale and Servicing Agreement with respect to the servicing of the Assigned Loans. Such right will include, without limitation, the right to terminate the Company under the Mortgage Loan Sale and Servicing Agreement as provided therein, the right to receive all remittances required to be made by the Company under the Mortgage Loan Sale and Servicing Agreement, the right to receive all monthly reports and other data required to be delivered by the Company under the Mortgage Loan Sale and Servicing Agreement, the right to examine the books and records of the Company, indemnification rights, and the right to exercise certain rights of consent and approval relating to actions taken by the Company. Bank of America, National Association shall make all distributions under the Mortgage Loan Sale and Servicing Agreement to the Master Servicer by wire transfer of immediately available funds to:

Bear Stearns BSARM 2006-2 Master Servicer Collection Account

Wells Fargo Bank, N.A.

ABA# 121000248

Account Name: SAS Clearing

Account # 3970771416

For Further Credit to: BSARM 2006-2, Account # 50920200

and the Company shall deliver all reports required to be delievered under the Mortgage Loan Sale and Servicing Agreement to the Assignee at the address set forth in Section 9 herein and to the Master Servicer at:

Wells Fargo Bank, N.A.

9062 Old Annapolis Road

Columbia, Maryland 21045

Attention: Client Manager BSARM 2006-2

Telecopy No.: (410) 715-2380

IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.

EMC MORTGAGE CORPORATION,

Assignor

By:

Name:

Title:

U.S. BANK NATIONAL BANK,

not individually but solely trustee for the holders of Bear Stearns

ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2,

Assignee

By:

Name:

Title:

BANK OF AMERICA, NATIONAL ASSOCIATION,

Company

By:

Name:

Title:

ACKNOWLEDGED:

WELLS FARGO BANK, N.A.

By:

Name:

Title:

ATTACHMENT 1

ASSIGNED LOAN SCHEDULE

[Provided Upon Request]

ATTACHMENT 2

AMENDED AND RESTATED FLOW MORTGAGE LOAN MORTGAGE LOAN SALE AND SERVICING AGREEMENT, dated April 1, 2005, between Bank of America, National Association, and EMC Mortgage Corporation.

[Provided Upon Request]

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (the “Assignment and Assumption Agreement”), dated as of May 1, 2006, by EMC Mortgage Corporation, a Delaware corporation (the “Assignor”), U.S. Bank National Association, not individually but solely as trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2 (the “Assignee”) and Wells Fargo Bank, N.A. (the “Company”).

Whereas the Assignor purchased certain mortgage loans listed on Exhibit A attached hereto (the "Mortgage Loans" ) from the Company pursuant to that certain (i) Amended and Restated Master Mortgage Loan Purchase Agreement dated as of November 1, 2005 (the "Mortgage Loan Purchase Agreement"), by and between the Company and the Assignor, (ii) Assignment and Conveyance Agreement dated as of November 29, 2005 between the Company and the Assignor (the "November Assignment and Conveyance Agreement") and (iii) Assignment and Conveyance Agreement dated as of February 27, 2006 between the Company and the Assignor (the "February Assignment and Conveyeance Agreement" and together with the November Assignment and Conveyance Agreement, the "Assignment and Conveyance Agreement"); and

Whereas the Assignor and the Company entered into that certain Amended and Restated Master Seller’s Warranties and Servicing Agreement dated as of November 1, 2005 (the “Warranties and Servicing Agreement”), pursuant to which the Company has serviced the Mortgage Loans and will continue to service the Mortgage Loans.

In consideration of the mutual promises and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree that the Mortgage Loans now serviced by the Company for the Assignor and its successors and assigns pursuant to the Warranties and Servicing Agreement shall be subject to the terms of this Assignment and Assumption Agreement. Capitalized terms used herein but not otherwise defined shall have the meanings assigned to them in the Warranties and Servicing Agreement.

Assignment and Assumption

1.Except as expressly provided for herein, the Assignor hereby grants, transfers and assigns to the Assignee all of its right, title and interest in, to and under (a) the Mortgage Loans and (b) the Warranties and Servicing Agreement with respect to the Mortgage Loans; provided, however, that the Assignor is not assigning to the Assignee any of its right, title and interest, to and under the Warranties and Servicing Agreement with respect to any mortgage loan other than the Mortgage Loans listed on Exhibit A. Notwithstanding anything to the contrary contained herein, the Assignor specifically reserves and does not assign to the Assignee any right, title and interest in, to or under the representations and warranties contained in Section 3.01 and Section 3.02 of the Warranties and Servicing Agreement, and any obligation of the Company to cure, repurchase or substitute for a mortgage loan and to indemnify the Assignor with respect to a breach of such representations and warranties pursuant to Section 3.03 of the Warranties and Servicing Agreement, and the Assignor is retaining the right to enforce the representations and warranties and the obligations of the Company set forth in those sections against the Company. Except as is otherwise expressly provided herein, the Assignor makes no representations, warranties or covenants to the Assignee and the Assignee acknowledges that the Assignor has no obligations to the Assignee under the terms of the Warranties and Servicing Agreement or otherwise relating to the transaction contemplated herein (including, but not limited to, any obligation to indemnify the Assignee).

Representations Warranties and Covenants

2.The Assignor warrants and represents to, and covenants with, the Assignee that as of the date hereof:

(a)   Attached hereto as Exhibit B are true and accurate copies of the Warranties and Servicing Agreement and Assignment and Conveyance Agreement, which agreements are in full force and effect as of the date hereof and the provisions of which have not been waived, further amended or modified in any respect, nor has any notice of termination been given thereunder;

(b)   The Assignor is the lawful owner of the Mortgage Loans with full right to transfer the Mortgage Loans and any and all of its interests, rights and obligations under the Warranties and Servicing Agreement as they relate to the Mortgage Loans, free and clear from any and all claims and encumbrances; and upon the transfer of the Mortgage Loans to the Assignee as contemplated herein, Assignee shall have good title to each and every Mortgage Loan, as well as any and all of the Assignee’s interests, rights and obligations under the Warranties and Servicing Agreement as they relate to the Mortgage Loans, free and clear of any and all liens, claims and encumbrances;

(c)   There are no offsets, counterclaims or other defenses available to the Company with respect to the Mortgage Loans or the Warranties and Servicing Agreement;

(d)   The Assignor has no knowledge of, and has not received notice of, any waivers under, or any modification of, any Mortgage Loan;

(e)   The Assignor is duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, and has all requisite power and authority to acquire, own and sell the Mortgage Loans;

(f)   The Assignor has full corporate power and authority to execute, deliver and perform its obligations under this Assignment and Assumption Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Assignment and Assumption Agreement is in the ordinary course of the Assignor’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of the Assignor’s charter or by-laws or any legal restriction, or any material agreement or instrument to which the Assignor is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Assignor or its property is subject. The execution, delivery and performance by the Assignor of this Assignment and Assumption Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of the Assignor. This Assignment and Assumption Agreement has been duly executed and delivered by the Assignor and, upon the due authorization, execution and delivery by the Assignee and the Company, will constitute the valid and legally binding obligation of the Assignor enforceable against the Assignor in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

(g)   No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by the Assignor in connection with the execution, delivery or performance by the Assignor of this Assignment and Assumption Agreement, or the consummation by it of the transactions contemplated hereby. Neither the Assignor nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Mortgage Loans or any interest in the Mortgage Loans, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Mortgage Loans, or any interest in the Mortgage Loans or otherwise approached or negotiated with respect to the Mortgage Loans, or any interest in the Mortgage Loans 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 which would constitute a distribution of the Mortgage Loans under the Securities Act of 1933, as amended (the “1933 Act”) or which would render the disposition of the Mortgage Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto; and

(h)   The Assignor has received from the Company, and has delivered to the Assignee, all documents required to be delivered to the Assignor by the Company prior to the date hereof pursuant to the Warranties and Servicing Agreement with respect to the Mortgage Loans and has not received, and has not requested from the Company, any additional documents.

3.The Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

(a)   The Assignee is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has all requisite power and authority to hold the Mortgage Loans on behalf of the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2;

(b)   The Assignee has full corporate power and authority to execute, deliver and perform under this Assignment and Assumption Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Assignment and Assumption Agreement is in the ordinary course of the Assignee’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of the Assignee’s charter or by-laws or any legal restriction, or any material agreement or instrument to which the Assignee is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Assignee or its property is subject. The execution, delivery and performance by the Assignee of this Assignment and Assumption Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of the Assignee. This Assignment and Assumption Agreement has been duly executed and delivered by the Assignee and, upon the due authorization, execution and delivery by the Assignor and the Company, will constitute the valid and legally binding obligation of Assignee enforceable against the Assignee in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

(c)   No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by the Assignee in connection with the execution, delivery or performance by the Assignee of this Assignment and Assumption Agreement, or the consummation by it of the transactions contemplated hereby; and

(d)   The Assignee assumes all of the rights of the Purchaser under the Warranties and Servicing Agreement with respect to the Mortgage Loans other than the right to enforce the obligations of the Company under the Warranties and Servicing Agreement.

4.The Company warrants and represents to, and covenants with, the Assignor and the Assignee as of the date hereof:

(a)   Attached hereto as Exhibit B are true and accurate copies of the Warranties and Servicing Agreement and Assignment and Conveyance Agreement, which agreements are in full force and effect as of the date hereof and the provisions of which have not been waived, further amended or modified in any respect, nor has any notice of termination been given thereunder;

(b)   The Company is a national banking association duly organized, validly existing and in good standing under the laws of the United States, and has all requisite power and authority to service the Mortgage Loans and otherwise to perform its obligations under the Warranties and Servicing Agreement;

(c)   The Company has full power and authority to execute, deliver and perform its obligations under this Assignment and Assumption Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Assignment and Assumption Agreement is in the ordinary course of the Company’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of the Company’s charter or by-laws or any legal restriction, or any material agreement or instrument to which the Company is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Company or its property is subject. The execution, delivery and performance by the Company of this Assignment and Assumption Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary action on part of the Company. This Assignment and Assumption Agreement has been duly executed and delivered by the Company, and, upon the due authorization, execution and delivery by Assignor and Assignee, will constitute the valid and legally binding obligation of Company, enforceable against the Company in accordance with its terms except as enforceability may be limited by the effect of insolvency, liquidation, conservatorship and other similar laws administered by the Federal Deposit Insurance Corporation affecting the enforcement of contract obligations of insured banks and subject to the application of the rules of equity;

(d)   No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by the Company in connection with the execution, delivery or performance by the Company of this Assignment and Assumption Agreement, or the consummation by it of the transactions contemplated hereby;

(e)   The Company shall establish a Custodial Account and an Escrow Account under the Warranties and Servicing Agreement in favor of the Assignee with respect to the Mortgage Loans separate from the Custodial Account and Escrow Account previously established under the Warranties and Servicing Agreement in favor of Assignor; and

(f)   Pursuant to Section 9.01 of the Warranties and Servicing Agreement, the Company hereby restates the representations and warranties set forth in Section 3.01 of the Warranties and Servicing Agreement with respect to the Company as of the date hereof.

5.Company warrants and represents to, and covenants with, Assignor and Structured Asset Mortgage Investments II Inc. as of the date hereof:

(a)   Company is not aware and has not received notice that any default, early amortization or other performance triggering event has occurred as to any other securitization due to any act or failure to act of the Company;

(b)   No material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Company as servicer has been disclosed or reported by the Company;

(c)   Company has not been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger;

(d)   No material changes to the Company’s policies or procedures with respect to the servicing function it will perform under the Warranties and Servicing Agreement and this Assignment and Assumption Agreement for mortgage loans of a type similar to the Mortgage Loans have occurred during the three-year period immediately preceding the date hereof;

(e)   There are no aspects of the Company’s financial condition that could have a material adverse effect on the performance by the Company of its servicing obligations under the Warranties and Servicing Agreement and this Assignment and Assumption Agreement;

(f)   There are no material legal or governmental proceedings pending (or known to be contemplated) against the Company, any Subservicer or any Third-Party Originator; and

(g)   Except for the parties listed on the attached Exhibit G, there are no affiliations, relationships or transactions relating to the Company or any Subservicer with respect to this Securitization Transaction and any party thereto of a type described in Item 1119 of Regulation AB.

6.Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns) harmless against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that Assignee (and its successors and assigns) may sustain in any way related to any breach of the representations or warranties of Assignor set forth in this Assignment and Assumption Agreement or the breach of any covenant or condition contained herein.

7.The Company hereby acknowledges that Wells Fargo Bank, N.A. and any successor thereto (the “Master Servicer”), has been appointed as master servicer of the Mortgage Loans pursuant to the Pooling and Servicing Agreement dated as of May 1, 2006 the “Pooling and Servicing Agreement”), among Structured Asset Mortgage Investments II Inc., the Assignor, the Assignee and the Master Servicer, and therefore has the right to enforce all obligations of the Company under the Warranties and Servicing Agreement. Such right will include, without limitation, the right to receive all remittances required to be made by the Company under the Warranties and Servicing Agreement, the right to receive all monthly reports and other data required to be delivered by the Company under the Warranties and Servicing Agreement, the right to examine the books and records of the Company, indemnification rights, and the right to exercise certain rights of consent and approval relating to actions taken by the Company. The Company hereby acknowledges that the Master Servicer shall be obligated to notify the Assignee in accordance with the Pooling and Servicing Agreement upon the discovery of an event of default by the Company of its obligations under the Warranties and Servicing Agreement and the Assignee shall have the right to terminate the Company as servicer under the Warranties and Servicing Agreement upon the occurrence of such an event of default.

8.Notwithstanding any term hereof to the contrary, the execution and delivery of this Assignment and Assumption Agreement by the Assignee is solely in its capacity as trustee for Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2 and not individually, and any recourse against the Assignee in respect of any obligations it may have under or pursuant to the terms of this Assignment and Assumption Agreement shall be limited solely to the assets it may hold as trustee of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2.

Recognition of Assignee

9.From and after the date hereof, Company shall recognize Assignee as owner of the Mortgage Loans and will service the Mortgage Loans for Assignee as if Assignee and Company had entered into a separate servicing agreement for the servicing of the Mortgage Loans in the form of the Warranties and Servicing Agreement (as modified herein), the terms of which are incorporated herein by reference. Notwithstanding anything to the contrary contained herein or in the Warranties and Servicing Agreement, Company acknowledges that the Mortgage Loans will be part of a REMIC and hereby agrees that in no event will it service the Mortgage Loans in a manner that would (i) cause any REMIC to fail to qualify as a REMIC or (ii) result in the imposition of a tax upon any REMIC (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code). It is the intention of Assignor, Company and Assignee that this Assignment and Assumption Agreement shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto. Neither Company nor Assignor shall amend or agree to amend, modify, waive, or otherwise alter any of the terms or provisions of the Warranties and Servicing Agreement which amendment, modification, waiver or other alteration would in any way affect the Mortgage Loans without the prior written consent of Assignee.

Modification of the Warranties and Servicing Agreement

10.The Company and Assignor hereby amend the Warranties and Servicing Agreement as follows:

(a)The following definitions shall be added to Article I of the Warranties and Servicing Agreement:

Assignee: U.S. Bank National Association, as trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2.

Master Servicer: With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction documents.

Nonrecoverable Advance: Any advance previously made by the Company pursuant to Section 5.03 or any Servicing Advance which, in the good faith judgment of the Company, may not be ultimately recoverable by the Company from Liquidation Proceeds or otherwise. The determination by the Company that it has made a Nonrecoverable Advance, shall be evidenced by an Officer’s Certificate of the Company delivered to the Master Servicer and detailing the reasons for such determination.

Prepayment Charge: Any prepayment premium, penalty or charge payable by a Mortgagor in connection with any Principal Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

Securities Administrator: With respect to any Securitization Transaction, the “securities administrator,” if any, identified in the related transaction documents.

Trustee: U.S. Bank National Association.

(b)The definition of Principal Prepayment in Article I of the Warranties and Servicing Agreement is deleted in its entirety and replaced with the following:

Principal Prepayment: Any payment or other recovery of principal on a Mortgage Loan which is received in advance of its scheduled Due Date, including any Prepayment Charge and which is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

(c)The definition of “Qualified Depository” in the Warranties and Servicing Agreement shall be modified by deleting the word “A-1” and replacing it with the word “A-1+”.

(d)Article III of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by deleting Section 3.01(l) in its entirety and replacing it with the following:

(l)No Material Change.

There has been no material adverse change in the servicing policies and procedures, business, operations, financial condition or assets of the Company since the date of the Company’s most recent financial statements that would have a material adverse effect on its ability to perform its obligations under this Agreement;

(e)Article IV of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by deleting “, and the Company shall not commence foreclosure proceedings if the Purchaser objects to such action within three (3) Business Days of receiving such notice” in first paragraph of Section 4.02.

(f)Article IV of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by adding the following paragraph to Section 4.03:

The Company shall not waive any Prepayment Charge unless: (i) the enforceability thereof shall have been limited by bankruptcy, insolvency, moratorium, receivership and other similar laws relating to creditors’ rights generally, (ii) the enforcement thereof is illegal, or any local, state or federal agency has threatened legal action if the prepayment penalty is enforced, (iii) the mortgage debt has been accelerated in connection with a foreclosure or other involuntary payment or (iv) such waiver is standard and customary in servicing similar Mortgage Loans and relates to a default or a reasonably foreseeable default and would, in the reasonable judgment of the Company, maximize recovery of total proceeds taking into account the value of such Prepayment Charge and the related Mortgage Loan. If a Prepayment Charge is waived, but does not meet the standards described above, then the Company is required to pay the amount of such waived Prepayment Charge by remitting such amount to the Purchaser by the Remittance Date.

(g)Article IV of the Warranties and Servicing Agreement is hereby amended by replacing the second paragraph of Section 4.04 with the following:

The Company shall deposit in a mortgage clearing account on a daily basis, and in the Custodial Account within (2) Business Days after the Company’s receipt of such funds, and retain therein, the following collections received by the Company and payments made by the Company after the related Cut-off Date, other than payments of principal and interest due on or before the related Cut-off Date, or received by the Company prior to the related Cut-off Date but allocable to a period subsequent thereto:

(h)The following is added as Subsection 4.05(x) of the Warranties and Servicing Agreement:

“(x) to reimburse itself for any Nonrecoverable Advances;”

(i)Article IV of the Warranties and Servicing Agreement is hereby amended by replacing the second paragraph of Section 4.06 with the following:

The Company shall deposit in a mortgage clearing account on a daily basis, and in the Escrow Account or Accounts within two (2) Business Days after the Company’s receipt of such funds, and retain therein:

(j)Article IV of the Warranties and Servicing Agreement is hereby amended by replacing Section 4.25 with the following:

The Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Company as servicer under this Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (a) of this Section 4.25. The Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Company as servicer under this Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (b) of this Section 4.25.

(a)It shall not be necessary for the Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subservicer. The Company shall cause any Subservicer used by the Company (or by any Subservicer) for the benefit of the Purchaser and any Depositor to comply with the provisions of this Section 4.25 and with Sections 6.04, 6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii), 9.01(e)(viii) and 9.01(f) of this Agreement to the same extent as if such Subservicer were the Company, and to provide the information required with respect to such Subservicer under Section 9.01(e)(iv) of this Agreement. The Company shall be responsible for obtaining from each Subservicer and delivering to the Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 6.04 and any assessment of compliance and attestation required to be delivered by such Subservicer under Section 6.06 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 6.06 as and when required to be delivered.

(b)It shall not be necessary for the Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Company shall promptly upon request provide to the Purchaser, any Master Servicer and any Depositor (or any designee of the Depositor, such as an administrator) a written description (in form and substance satisfactory to the Purchaser, such Depositor and such Master Servicer) of the role and function of each Subcontractor utilized by the Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Company shall cause any such Subcontractor used by the Company (or by any Subservicer) for the benefit of the Purchaser and any Depositor to comply with the provisions of Sections 6.06 and 9.01(f) of this Agreement to the same extent as if such Subcontractor were the Company. The Company shall be responsible for obtaining from each Subcontractor and delivering to the Purchaser and any Depositor any assessment of compliance and attestation and the other certifications required to be delivered by such Subservicer and such Subcontractor under Section 6.06, in each case as and when required to be delivered.

(k)Article V of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by deleting Section 5.02 in its entirety and replacing it with the following:

Section 5.02Statements to the Purchaser.

No later than the tenth (10^th) calendar day (or if such tenth (10^th) day is not a Business Day, the first Business Day immediately preceding such tenth (10^th day) of each month, the Company shall furnish to the Master Servicer an electronic file containing the data specified in Exhibit I, which data shall reflect information as to the period ending on the last day of the preceding month, Exhibit J with respect to defaulted mortgage loans and Exhibit K, with respect to realized losses and gains, with each such report.

(l)Section 6.02 (Satisfaction of Mortgages and Release of Mortgage Loan Documents) of the Warranties and Servicing Agreement is hereby amended by adding “(other than as a result of a modification of the Mortgage pursuant to this Agreement or a liquidation of the Mortgaged Property pursuant to the terms of this Agreement)” after “secured by the Mortgage” in the second paragraph.

(m)Section 6.04 of the Warranties and Servicing Agreement (Annual Statements as to Compliance) is hereby amended as follows:

(1)delete paragraph (i) in its entirety;

(2)delete the reference to “(ii)” at the beginning of the section paragraph; and

(3)Delete the references to “the Purchaser and any Depositor” and replace each with “the Master Servicer”.

(n)Section 6.05 of the Warranties and Servicing Agreement (Annual Independent Public Accountants’ Servicing Report) is deleted in its entirety.

(o)Section 6.06 of the Warranties and Servicing Agreement (Report on Assessment of Compliance and Attestation) is hereby amended by replacing the references to “the Purchaser and any Depositor” with “the Master Servicer” and “the Purchaser and such Depositor” with “the Master Servicer”.

(p)Section 6.07(i) of the Warranties and Servicing Agreement is hereby amended by deleting the reference to “Section 6.05”.

(q)Section 6.07(ii) of the Warranties and Servicing Agreement is hereby amended by replacing the references to “Purchaser or Depositor” with “Purchaser, any Master Servicer or any Depositor”, “Subcontract” with “Subcontractor” and deleting the reference to “Section 6.05”.

(r)The following are added as the second, third and fourth paragraphs of Section 6.09 of the Warranties and Servicing Agreement:

“Notwithstanding anything in this Agreement to the contrary, the Company (a) shall not permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate and (b) shall not (unless the Mortgagor is in default with respect to the Mortgage Loan or such default is, in the judgment of the Company, reasonably foreseeable) make or permit any modification, waiver or amendment of any term of any Mortgage Loan that would both effect an exchange or reissuance of such Mortgage Loan under Section 1001 of the Code (or Treasury regulations promulgated thereunder).

Prior to taking any action with respect to the Mortgage Loans which is not contemplated under the terms of this Agreement, the Company will obtain an Opinion of Counsel reasonably acceptable to the Securities Administrator with a copy to the Trustee with respect to whether such action could result in the imposition of a tax upon the REMIC (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code) (either such event, an “Adverse REMIC Event”), and the Company shall not take any such action or cause the Trust Fund to take any such action as to which it has been advised that an Adverse REMIC Event could occur.

The Company shall not permit the creation of any “interests” (within the meaning of Section 860G of the Code) in the REMIC. The Company shall not enter into any arrangement by which the REMIC will receive a fee or other compensation for services nor permit the REMIC 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.”

(s)Article IX of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by replacing Section 9.01(e)(iv) with the following:

(iv)For the purpose of satisfying the reporting obligation under the Exchange Act with respect to any class of asset-backed securities, the Company shall (or shall cause each Subservicer and Third-Party Originator to) (1) provide prompt notice to the Purchaser, any Master Servicer and any Depositor in writing of (A) any material litigation or governmental proceedings involving the Company, any Subservicer or any Third-Party Originator, (B) any affiliations or relationships that develop following the closing date of a Securitization Transaction between the Company, any Subservicer or any Third-Party Originator and any of the parties specified in Section 9.01(e)(i)(D) (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, (C) any Event of Default under the terms of this Agreement or any Reconstitution Agreement, (D) any merger, consolidation or sale of substantially all of the assets of the Company, and (E) the Company’s entry into an agreement with a Subservicer to perform or assist in the performance of any of the Company’s obligations under this Agreement or any Reconstitution Agreement, and (2) provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships.

Each such notice/update pursuant to this Section 9.01(e)(iv) should be sent by e-mail to regABnotifications@bear.com. Additionally, all notifications pursuant to this Section 9.01(e)(iv), other than those pursuant to Section 9.01(e)(iv)(A), should be sent to:

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

With a copy to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

Notifications pursuant to Section 9.01(e)(iv)(A) should be sent to:

EMC Mortgage Corporation

Two Mac Arthur Ridge

909 Hidden Ridge Drive, Suite 200

Irving, TX 75038

Attention: Associate General Counsel for Loan Administration

Facsimile: (972) 831-2555

With copies to:

Bear, Stearns & Co. Inc.

383 Madison Avenue, 3rd Floor

New, York, NY 10179

Attention: Global Credit Administration

Facsimile: (212) 272-6564

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, TX 75067-3884

Attention: Conduit Seller Approval Dept.

Facsimile: (214) 626-3751

Email: sellerapproval@bear.com

(t)Section 9.01(e)(v) of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof, by replacing the references to “the Purchaser and any Depositor” with “the Purchaser, the Master Servicer and any Depositor” and “the Purchaser and such Depositor” with “the Purchaser, the Master Servicer and such Depositor”.

(u)The third paragraph of Section 9.01 of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by replacing such section with the following:

The Purchaser and the Company acknowledge and agree that the purpose of Section 9.01(e) is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings.

Neither the Purchaser, the Master Servicer nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Purchaser, the Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees), any Master Servicer and any Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser, the Master Servicer or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser or any Depositor to be necessary in order to effect such compliance.

The Purchaser (including any of its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions and by reasonably limiting such requests to information required, in the Purchaser’s reasonable judgment, to comply with Regulation AB.

(v)Section 9.01(e)(vii) of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by replacing such section with the following:

(vii) In addition to such information as the Company, as servicer, is obligated to provide pursuant to other provisions of this Agreement, not later than ten (10) days prior to the deadline for the filing of any distribution report on Form 10-D in respect of any Securitization Transaction that includes any of the Mortgage Loans serviced by the Company or any Subservicer, the Company or such Subservicer, as applicable, shall, to the extent the Company or such Subservicer has knowledge, provide to the party responsible for filing such report (including, if applicable, the Master Servicer) notice of the occurrence of any of the following events along with all information, data, and materials related thereto as may be required to be included in the related distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below):

(A)any material modifications, extensions or waivers of pool asset terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB);

(B)material breaches of pool asset representations or warranties or transaction covenants (Item 1121(a)(12) of Regulation AB); and

(C)information regarding new asset-backed securities issuances backed by the same pool assets, any pool asset changes (such as, additions, substitutions or repurchases), and any material changes in origination, underwriting or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB).

(w)Article IX of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by inserting the following new Section 9.01(e)(viii) as follows:

(viii) The Company shall provide to the Purchaser, any Master Servicer and any Depositor, evidence of the authorization of the person signing any certification or statement, copies or other evidence of Fidelity Bond Insurance and Errors and Omission Insurance policy, financial information and reports, and such other information related to the Company or any Subservicer or the Company or such Subservicer’s performance hereunder.

(x)Article IX of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by inserting the following after Section 9.01(e)(iii)(H) in its entirety as follows:

(I)a description of any material legal or governmental proceedings pending (or known to be contemplated) against the Servicer; and

(J)a description of any affiliation or relationship between the Servicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Purchaser or any Depositor in writing in advance of such Securitization Transaction:

(1)the sponsor;

(2)the depositor;

(3)the issuing entity;

(4)any servicer;

(5)any trustee;

(6)any originator;

(7)any significant obligor;

(8)any enhancement or support provider; and

(9)any other material transaction party.

(y)Article IX of this Warranties and Servicing Agreement is hereby amended by replacing Section 9.01(f) with the following:

(f) the Company shall indemnify the Purchaser, each affiliate of the Purchaser, and each of the following parties participating in a Securitization Transaction; each sponsor and issuing entity; each Person (including, but not limited to, any Master Servicer, if applicable) responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties or the Depositor (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees, agents and affiliates of each of the foregoing and of the Depositor (each, an “Indemnified Party”), and shall hold each of them harmless from and against any claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

(i)   (A)any untrue statement of a material fact contained or alleged to be contained in any information, report, certification, data, accountants’ letter or other material provided under Sections 9.01(c) and (e) by or on behalf of the Company, or provided under Sections 9.01(c) and (e) by or on behalf of any Subservicer, Subcontractor or Third-Party Originator (collectively, the “Company Information”), or (B) the omission or alleged omission to state in the Company Information a material fact required to be stated in the Company Information or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, by way of clarification, that clause (B) of this paragraph shall be construed solely by reference to the Company Information and not to any other information communicated in connection with a sale or purchase of securities, without regard to whether the Company Information or any portion thereof is presented together with or separately from such other information;

(ii)   any breach by the Company of its obligations under this Section 9.01(f), including any failure by the Company, any Subservicer, any Subcontractor or any Third-Party Originator to deliver any information, report, certification, accountants’ letter or other material when and as required under Sections 9.01(c) and (e), including any failure by the Company to identify any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB; or

(iii)   any breach by the Company of a representation or warranty set forth in Section 9.01(e)(iv)(A) or in a writing furnished pursuant to Section 9.01(e)(iv)(B) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 9.01(e)(iv)(B) to the extent made as of a date subsequent to such closing date.

(iv)   the negligence, bad faith or willful misconduct of the Company in connection with its performance under this Section.   If the indemnification provided for herein is unavailable or insufficient to hold harmless an Indemnified Party, then the Company agrees that it shall contribute to the amount paid or payable by such Indemnified Party as a result of any claims, losses, damages or liabilities incurred by such Indemnified Party in such proportion as is appropriate to reflect the relative fault of such Indemnified Party on the one hand and the Company on the other.
In the case of any failure of performance described in sub-clause (ii) of this Section 9.01(f), the Company shall promptly reimburse the Purchaser, any Depositor, as applicable, and each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for all costs reasonably incurred by each such party in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

(z)Article X of the Warranties and Servicing Agreement is hereby amended effective as of the date hereof by adding the following as Subsection 10.01(ix):

“(ix) an Event of Default as defined in Section 6.07.”

(aa)The first sentence of Section 12.03 of the Warranties and Servicing Agreement is deleted in its entirety and replaced with the following:

Section 12.03Governing Law.

This Agreement shall be governed by and construed in accordance with the laws of the State of New York without giving effect to principles of conflicts of laws (other than Section 5-1401 of the New York General Obligations Law) and except to the extent preempted by Federal law and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

(bb)A new Section 12.12 (Third Party Beneficiary) is hereby added to the Warranties and Servicing Agreement.

Section 12.12Third Party Beneficiary.

For Purposes of this Agreement, each Master Servicer shall be considered a third party beneficiary to this Agreement, entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.

(cc)The Warranties and Servicing Agreement is hereby amended as of the date hereof by inserting a new Exhibit I, a copy of which is annexed hereto as Exhibit C.

(dd)The Warranties and Servicing Agreement is hereby amended as of the date hereof by inserting a new Exhibit J, a copy of which is annexed hereto as Exhibit D.

(ee)The Warranties and Servicing Agreement is hereby amended as of the date hereof by inserting a new Exhibit K, a copy of which is annexed hereto as Exhibit E.

(ff)The Warranties and Servicing Agreement is hereby amended as of the date hereof by inserting a new Exhibit D, a copy of which is annexed hereto as Exhibit F.

11.A copy of all assessments, attestations, reports and certificates required to be delivered by the Servicer under this AAR Agreement and the Purchase Agreement shall be delivered to the Master Servicer by the date(s) specified herein or therein, and where such documents are required to be addressed to any party, such addresses shall include the Master Servicer and the Master Servicer shall be entitled to rely on such documents.

12.Distributions shall be made by wire transfer of immediately available funds to:

Bear Stearns BSARM 2006-2 Master Servicer Collection Account

Wells Fargo Bank, N.A.

ABA# 121000248

Account Name: SAS Clearing

Account # 3970771416

For Further Credit to: BSARM 2006-2, A/C# 50920200

and the Company shall deliver all reports required to be delivered under the Warranties and Servicing Agreement to the Master Servicer at:

Wells Fargo Bank, N.A.

9062 Old Annapolis Road

Columbia, Maryland 21045

Attention: Client Manager BSARM 2006-2

Telecopier No.: (410) 715-2380

13.Notices:

The Assignor’s address for purposes of all notices and correspondence related to the Mortgage Loans and this Assignment and Assumption Agreement is:

EMC Mortgage Corporation

2780 Lake Vista Drive

Lewisville, Texas 75067

Attention: President or General Counsel

With a copy to:

Bear Stearns Mortgage Capital Corporation

383 Madison Avenue

New York, New York 10179

Attention: Ernie Calabrese

The Assignee’s address for purposes of all notices and correspondence related to the Mortgage Loans and this Assignment and Assumption Agreement is:

U.S. Bank National Association,

as trustee

One Federal Street, 3^rd Floor

Boston, MA 02110

Attention: Corporate Trust Services

BSARM 2006-2

Telecopy: (617) 603-6413

The Company’s address for purposes of all notices and correspondence related to the Mortgage Loans and this Assignment and Assumption Agreement is:

Wells Fargo Bank, N.A.

1 Home Campus

MAC X2401-042

Des Moines, Iowa 50328-0001

Attention: John B. Brown

With a copy to:

Wells Fargo Bank, N.A.

1 Home Campus

Des Moines, Iowa 50328-0001

Attention: General Counsel - MAC X2401-06T

Miscellaneous:

14.Each party will pay any commissions it has incurred and the Assignor shall pay the fees of its attorneys and the reasonable fees of the attorneys of the Assignee and the Company in connection with the negotiations for, documenting of and closing of the transactions contemplated by this Assignment and Assumption Agreement.

15.This Assignment and Assumption Agreement shall be construed in accordance with the laws of the State of New York, including Sections 5-1401 and 5-1402 of the New General Obligations Law, but otherwise without regard to conflicts of law principles, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

16.No term or provision of this Assignment and Assumption Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

17.This Assignment and Assumption Agreement shall inure to the benefit of the successors and assigns of the parties hereto. Any entity into which Assignor, Assignee or Company may be merged or consolidated shall, without the requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

18.This Assignment and Assumption Agreement shall survive the conveyance of the Mortgage Loans and the assignment of the Warranties and Servicing Agreement to the extent of the Mortgage Loans by Assignor to Assignee and the termination of the Warranties and Servicing Agreement.

19.This Assignment and Assumption Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same instrument.

20.In the event that any provision of this Assignment and Assumption Agreement conflicts with any provision of the Warranties and Servicing Agreement with respect to the Mortgage Loans, the terms of this Assignment and Assumption Agreement shall control.

21.Any new loan number assigned to a Mortgage Loan by the Assignee shall be provided to the Company at the following address: Wells Fargo Bank, N.A., 1 Home Campus, MAC X2401-042, Des Moines, Iowa 50328-0001 Attention: John B. Brown. In addition, if Assignee has changed its document custodian from the previous custodian, such new custodian’s name, address and contact information shall be provided to the Company at the aforementioned address.

IN WITNESS WHEREOF, the parties have caused this Assignment and Assumption Agreement to be executed by their duly authorized officers as of the date first above written.

U.S. BANK NATIONAL ASSOCIATION, not individually but solely as trustee for the holders of Bear Stearns ARM Trust, Mortgage Pass-Through Certificates, Series 2006-2

By:  

Name:  

Title:

EMC MORTGAGE CORPORATION

By:  

Name:  

Title:

WELLS FARGO BANK, N.A.,

as Company

By:  

Name:  

Title:

Acknowledged and Agreed

WELLS FARGO BANK, N.A.,

as Master Servicer

By:

Name:

Title:

Exhibit A

Mortgage Loans

[Provided upon request]

Exhibit B

Master Mortgage Loan Purchase Agreement, dated as of October 1, 2004 by and between Wells Fargo and EMC;

Assignment and Conveyance Agreement, dated as of [ ] by and between Wells Fargo and EMC.

Amended and Restated Master Seller’s Warranties and Servicing Agreement dated as of November 1, 2005, between the Wells Fargo and EMC

[Provided upon request]

Exhibit C

EXHIBIT I

REPORTING DATA FOR MONTHLY REPORT

Standard File Layout - Master Servicing
Column Name	Description	Decimal	Format Comment	Max Size
SER_INVESTOR_NBR	A value assigned by the Servicer to define a group of loans.		Text up to 10 digits	20
LOAN_NBR	A unique identifier assigned to each loan by the investor.		Text up to 10 digits	10
SERVICER_LOAN_NBR	A unique number assigned to a loan by the Servicer. This may be different than the LOAN_NBR.		Text up to 10 digits	10
BORROWER_NAME	The borrower name as received in the file. It is not separated by first and last name.		Maximum length of 30 (Last, First)	30
SCHED_PAY_AMT	Scheduled monthly principal and scheduled interest payment that a borrower is expected to pay, P&I constant.	2	No commas(,) or dollar signs ($)	11
NOTE_INT_RATE	The loan interest rate as reported by the Servicer.	4	Max length of 6	6
NET_INT_RATE	The loan gross interest rate less the service fee rate as reported by the Servicer.	4	Max length of 6	6
SERV_FEE_RATE	The servicer's fee rate for a loan as reported by the Servicer.	4	Max length of 6	6
SERV_FEE_AMT	The servicer's fee amount for a loan as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
NEW_PAY_AMT	The new loan payment amount as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
NEW_LOAN_RATE	The new loan rate as reported by the Servicer.	4	Max length of 6	6
ARM_INDEX_RATE	The index the Servicer is using to calculate a forecasted rate.	4	Max length of 6	6
ACTL_BEG_PRIN_BAL	The borrower's actual principal balance at the beginning of the processing cycle.	2	No commas(,) or dollar signs ($)	11
ACTL_END_PRIN_BAL	The borrower's actual principal balance at the end of the processing cycle.	2	No commas(,) or dollar signs ($)	11
BORR_NEXT_PAY_DUE_DATE	The date at the end of processing cycle that the borrower's next payment is due to the Servicer, as reported by Servicer.		MM/DD/YYYY	10
SERV_CURT_AMT_1	The first curtailment amount to be applied.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_DATE_1	The curtailment date associated with the first curtailment amount.		MM/DD/YYYY	10
CURT_ADJ_ AMT_1	The curtailment interest on the first curtailment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_AMT_2	The second curtailment amount to be applied.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_DATE_2	The curtailment date associated with the second curtailment amount.		MM/DD/YYYY	10
CURT_ADJ_ AMT_2	The curtailment interest on the second curtailment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_AMT_3	The third curtailment amount to be applied.	2	No commas(,) or dollar signs ($)	11
SERV_CURT_DATE_3	The curtailment date associated with the third curtailment amount.		MM/DD/YYYY	10
CURT_ADJ_AMT_3	The curtailment interest on the third curtailment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
PIF_AMT	The loan "paid in full" amount as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
PIF_DATE	The paid in full date as reported by the Servicer.		MM/DD/YYYY	10
			Action Code Key: 15=Bankruptcy, 30=Foreclosure, , 60=PIF, 63=Substitution, 65=Repurchase,70=REO	2
ACTION_CODE	The standard FNMA numeric code used to indicate the default/delinquent status of a particular loan.
INT_ADJ_AMT	The amount of the interest adjustment as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
SOLDIER_SAILOR_ADJ_AMT	The Soldier and Sailor Adjustment amount, if applicable.	2	No commas(,) or dollar signs ($)	11
NON_ADV_LOAN_AMT	The Non Recoverable Loan Amount, if applicable.	2	No commas(,) or dollar signs ($)	11
LOAN_LOSS_AMT	The amount the Servicer is passing as a loss, if applicable.	2	No commas(,) or dollar signs ($)	11
SCHED_BEG_PRIN_BAL	The scheduled outstanding principal amount due at the beginning of the cycle date to be passed through to investors.	2	No commas(,) or dollar signs ($)	11
SCHED_END_PRIN_BAL	The scheduled principal balance due to investors at the end of a processing cycle.	2	No commas(,) or dollar signs ($)	11
SCHED_PRIN_AMT	The scheduled principal amount as reported by the Servicer for the current cycle -- only applicable for Scheduled/Scheduled Loans.	2	No commas(,) or dollar signs ($)	11
SCHED_NET_INT	The scheduled gross interest amount less the service fee amount for the current cycle as reported by the Servicer -- only applicable for Scheduled/Scheduled Loans.	2	No commas(,) or dollar signs ($)	11
ACTL_PRIN_AMT	The actual principal amount collected by the Servicer for the current reporting cycle -- only applicable for Actual/Actual Loans.	2	No commas(,) or dollar signs ($)	11
ACTL_NET_INT	The actual gross interest amount less the service fee amount for the current reporting cycle as reported by the Servicer -- only applicable for Actual/Actual Loans.	2	No commas(,) or dollar signs ($)	11
PREPAY_PENALTY_ AMT	The penalty amount received when a borrower prepays on his loan as reported by the Servicer.	2	No commas(,) or dollar signs ($)	11
PREPAY_PENALTY_ WAIVED	The prepayment penalty amount for the loan waived by the servicer.	2	No commas(,) or dollar signs ($)	11
MOD_DATE	The Effective Payment Date of the Modification for the loan.		MM/DD/YYYY	10
MOD_TYPE	The Modification Type.		Varchar - value can be alpha or numeric	30
DELINQ_P&I_ADVANCE_AMT	The current outstanding principal and interest advances made by Servicer.	2	No commas(,) or dollar signs ($)	11

Exhibit D

EXHIBIT J

REPORTING DATA FOR DEFAULTED LOANS

Standard File Layout - Delinquency Reporting
Column/Header Name	Description	Decimal	Format Comment
SERVICER_LOAN_NBR	A unique number assigned to a loan by the Servicer. This may be different than the LOAN_NBR
LOAN_NBR	A unique identifier assigned to each loan by the originator.
CLIENT_NBR	Servicer Client Number
SERV_INVESTOR_NBR	Contains a unique number as assigned by an external servicer to identify a group of loans in their system.
BORROWER_FIRST_NAME	First Name of the Borrower.
BORROWER_LAST_NAME	Last name of the borrower.
PROP_ADDRESS	Street Name and Number of Property
PROP_STATE	The state where the property located.
PROP_ZIP	Zip code where the property is located.
BORR_NEXT_PAY_DUE_DATE	The date that the borrower's next payment is due to the servicer at the end of processing cycle, as reported by Servicer.		MM/DD/YYYY
LOAN_TYPE	Loan Type (i.e. FHA, VA, Conv)
BANKRUPTCY_FILED_DATE	The date a particular bankruptcy claim was filed.		MM/DD/YYYY
BANKRUPTCY_CHAPTER_CODE	The chapter under which the bankruptcy was filed.
BANKRUPTCY_CASE_NBR	The case number assigned by the court to the bankruptcy filing.
POST_PETITION_DUE_DATE	The payment due date once the bankruptcy has been approved by the courts		MM/DD/YYYY
BANKRUPTCY_DCHRG_DISM_DATE	The Date The Loan Is Removed From Bankruptcy. Either by Dismissal, Discharged and/or a Motion For Relief Was Granted.		MM/DD/YYYY
LOSS_MIT_APPR_DATE	The Date The Loss Mitigation Was Approved By The Servicer		MM/DD/YYYY
LOSS_MIT_TYPE	The Type Of Loss Mitigation Approved For A Loan Such As;
LOSS_MIT_EST_COMP_DATE	The Date The Loss Mitigation /Plan Is Scheduled To End/Close		MM/DD/YYYY
LOSS_MIT_ACT_COMP_DATE	The Date The Loss Mitigation Is Actually Completed		MM/DD/YYYY
FRCLSR_APPROVED_DATE	The date DA Admin sends a letter to the servicer with instructions to begin foreclosure proceedings.		MM/DD/YYYY
ATTORNEY_REFERRAL_DATE	Date File Was Referred To Attorney to Pursue Foreclosure		MM/DD/YYYY
FIRST_LEGAL_DATE	Notice of 1st legal filed by an Attorney in a Foreclosure Action		MM/DD/YYYY
FRCLSR_SALE_EXPECTED_DATE	The date by which a foreclosure sale is expected to occur.		MM/DD/YYYY
FRCLSR_SALE_DATE	The actual date of the foreclosure sale.		MM/DD/YYYY
FRCLSR_SALE_AMT	The amount a property sold for at the foreclosure sale.	2	No commas(,) or dollar signs ($)
EVICTION_START_DATE	The date the servicer initiates eviction of the borrower.		MM/DD/YYYY
EVICTION_COMPLETED_DATE	The date the court revokes legal possession of the property from the borrower.		MM/DD/YYYY
LIST_PRICE	The price at which an REO property is marketed.	2	No commas(,) or dollar signs ($)
LIST_DATE	The date an REO property is listed at a particular price.		MM/DD/YYYY
OFFER_AMT	The dollar value of an offer for an REO property.	2	No commas(,) or dollar signs ($)
OFFER_DATE_TIME	The date an offer is received by DA Admin or by the Servicer.		MM/DD/YYYY
REO_CLOSING_DATE	The date the REO sale of the property is scheduled to close.		MM/DD/YYYY
REO_ACTUAL_CLOSING_DATE	Actual Date Of REO Sale		MM/DD/YYYY
OCCUPANT_CODE	Classification of how the property is occupied.
PROP_CONDITION_CODE	A code that indicates the condition of the property.
PROP_INSPECTION_DATE	The date a property inspection is performed.		MM/DD/YYYY
APPRAISAL_DATE	The date the appraisal was done.		MM/DD/YYYY
CURR_PROP_VAL	The current "as is" value of the property based on brokers price opinion or appraisal.	2
REPAIRED_PROP_VAL	The amount the property would be worth if repairs are completed pursuant to a broker's price opinion or appraisal.	2
If applicable:
DELINQ_STATUS_CODE	FNMA Code Describing Status of Loan
DELINQ_REASON_CODE	The circumstances which caused a borrower to stop paying on a loan. Code indicates the reason why the loan is in default for this cycle.
MI_CLAIM_FILED_DATE	Date Mortgage Insurance Claim Was Filed With Mortgage Insurance Company.		MM/DD/YYYY
MI_CLAIM_AMT	Amount of Mortgage Insurance Claim Filed		No commas(,) or dollar signs ($)
MI_CLAIM_PAID_DATE	Date Mortgage Insurance Company Disbursed Claim Payment		MM/DD/YYYY
MI_CLAIM_AMT_PAID	Amount Mortgage Insurance Company Paid On Claim	2	No commas(,) or dollar signs ($)
POOL_CLAIM_FILED_DATE	Date Claim Was Filed With Pool Insurance Company		MM/DD/YYYY
POOL_CLAIM_AMT	Amount of Claim Filed With Pool Insurance Company	2	No commas(,) or dollar signs ($)
POOL_CLAIM_PAID_DATE	Date Claim Was Settled and The Check Was Issued By The Pool Insurer		MM/DD/YYYY
POOL_CLAIM_AMT_PAID	Amount Paid On Claim By Pool Insurance Company	2	No commas(,) or dollar signs ($)
FHA_PART_A_CLAIM_FILED_DATE	Date FHA Part A Claim Was Filed With HUD		MM/DD/YYYY
FHA_PART_A_CLAIM_AMT	Amount of FHA Part A Claim Filed	2	No commas(,) or dollar signs ($)
FHA_PART_A_CLAIM_PAID_DATE	Date HUD Disbursed Part A Claim Payment		MM/DD/YYYY
FHA_PART_A_CLAIM_PAID_AMT	Amount HUD Paid on Part A Claim	2	No commas(,) or dollar signs ($)
FHA_PART_B_CLAIM_FILED_DATE	Date FHA Part B Claim Was Filed With HUD		MM/DD/YYYY
FHA_PART_B_CLAIM_AMT	Amount of FHA Part B Claim Filed	2	No commas(,) or dollar signs ($)
FHA_PART_B_CLAIM_PAID_DATE	Date HUD Disbursed Part B Claim Payment		MM/DD/YYYY
FHA_PART_B_CLAIM_PAID_AMT	Amount HUD Paid on Part B Claim	2	No commas(,) or dollar signs ($)
VA_CLAIM_FILED_DATE	Date VA Claim Was Filed With the Veterans Admin		MM/DD/YYYY
VA_CLAIM_PAID_DATE	Date Veterans Admin. Disbursed VA Claim Payment		MM/DD/YYYY
VA_CLAIM_PAID_AMT	Amount Veterans Admin. Paid on VA Claim	2	No commas(,) or dollar signs ($)

Exhibit 2:Standard File Codes - Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:

·   ASUM-Approved Assumption

·   BAP-Borrower Assistance Program

·   CO- Charge Off

·   DIL- Deed-in-Lieu

·   FFA- Formal Forbearance Agreement

·   MOD- Loan Modification

·   PRE- Pre-Sale

·   SS- Short Sale

·   MISC-Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are consistent with industry standards. If Loss Mitigation Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:

·   Mortgagor

·   Tenant

·   Unknown

·   Vacant

The Property Condition field should show the last reported condition of the property as follows:

·   Damaged

·   Excellent

·   Fair

·   Gone

·   Good

·   Poor

·   Special Hazard

·   Unknown

Exhibit 2:Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

Delinquency Code	Delinquency Description
001	FNMA-Death of principal mortgagor
002	FNMA-Illness of principal mortgagor
003	FNMA-Illness of mortgagor’s family member
004	FNMA-Death of mortgagor’s family member
005	FNMA-Marital difficulties
006	FNMA-Curtailment of income
007	FNMA-Excessive Obligation
008	FNMA-Abandonment of property
009	FNMA-Distant employee transfer
011	FNMA-Property problem
012	FNMA-Inability to sell property
013	FNMA-Inability to rent property
014	FNMA-Military Service
015	FNMA-Other
016	FNMA-Unemployment
017	FNMA-Business failure
019	FNMA-Casualty loss
022	FNMA-Energy environment costs
023	FNMA-Servicing problems
026	FNMA-Payment adjustment
027	FNMA-Payment dispute
029	FNMA-Transfer of ownership pending
030	FNMA-Fraud
031	FNMA-Unable to contact borrower
INC	FNMA-Incarceration

Exhibit 2:Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

Status Code	Status Description
09	Forbearance
17	Pre-foreclosure Sale Closing Plan Accepted
24	Government Seizure
26	Refinance
27	Assumption
28	Modification
29	Charge-Off
30	Third Party Sale
31	Probate
32	Military Indulgence
43	Foreclosure Started
44	Deed-in-Lieu Started
49	Assignment Completed
61	Second Lien Considerations
62	Veteran’s Affairs-No Bid
63	Veteran’s Affairs-Refund
64	Veteran’s Affairs-Buydown
65	Chapter 7 Bankruptcy
66	Chapter 11 Bankruptcy
67	Chapter 13 Bankruptcy

Exhibit E

EXHIBIT K

REPORTING DATA FOR REALIZED LOSSES AND GAINS

Calculation of Realized Loss/Gain Form 332- Instruction Sheet

NOTE: Do not net or combine items. Show all expenses individually and all credits as separate line items. Claim packages are due on the remittance report date. Late submissions may result in claims not being passed until the following month. The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.

The numbers on the 332 form correspond with the numbers listed below.

Liquidation and Acquisition Expenses:

1.           The Actual Unpaid Principal Balance of the Mortgage Loan. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required.

2.           The Total Interest Due less the aggregate amount of servicing fee that would have been earned if all delinquent payments had been made as agreed. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required.

3.           Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as calculated on a monthly basis. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required.

4-12.      Complete as applicable. Required documentation:

*       For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period

of coverage, base tax, interest, penalty. Advances prior to default require evidence of servicer efforts to recover advances.

*      For escrow advances - complete payment history

        (to calculate advances from last positive escrow balance forward)

*      Other expenses -  copies of corporate advance history showing all payments

*      REO repairs > $1500 require explanation

*      REO repairs >$3000 require evidence of at least 2 bids.

*      Short Sale or Charge Off require P&L supporting the decision and WFB’s approved Officer Certificate

*      Unusual or extraordinary items may require further documentation.

13.         The total of lines 1 through 12.

Credits:

14-21.     Complete as applicable. Required documentation:

*     Copy of the HUD 1 from the REO sale. If a 3^rd Party Sale, bid instructions and Escrow Agent / Attorney

       Letter of Proceeds Breakdown.

*     Copy of EOB for any MI or gov't guarantee

*    All other credits need to be clearly defined on the 332 form  

22. The total of lines 14 through 21.

Please Note:For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part B/Supplemental proceeds.

Total Realized Loss (or Amount of Any Gain)

23.The total derived from subtracting line 22 from 13. If the amount represents a realized gain, show the amount in parenthesis ( ).

Calculation of Realized Loss/Gain Form 332

Prepared by: __________________Date: _______________

Phone: ______________________ Email Address:____________________

Servicer Loan No. Servicer Name Servicer Address  

WELLS FARGO BANK, N.A. Loan No._____________________________

Borrower's Name: _________________________________________________________

Property Address: ________________________________________________________

Liquidation Type: REO Sale 3^rd Party SaleShort SaleCharge Off

Was this loan granted a Bankruptcy deficiency or cramdownYes No

If “Yes”, provide deficiency or cramdown amount _______________________________

Liquidation and Acquisition Expenses:

(1)	Actual Unpaid Principal Balance of Mortgage Loan		$	(1)
(2)	Interest accrued at Net Rate			(2)
(3)	Accrued Servicing Fees			(3)
(4)	Attorney's Fees			(4)
(5)	Taxes (see page 2)			(5)
(6)	Property Maintenance			(6)
(7)	MI/Hazard Insurance Premiums (see page 2)			(7)
(8)	Utility Expenses			(8)
(9)	Appraisal/BPO			(9)
(10)	Property Inspections			(10)
(11)	FC Costs/Other Legal Expenses			(11)
(12)	Other (itemize)			(12)
		Cash for Keys		(12)
		HOA/Condo Fees		(12)
				(12)
		Total Expenses	$	(13)
Credits:
(14)	Escrow Balance		$	(14)
(15)	HIP Refund			(15)
(16)	Rental Receipts			(16)
(17)	Hazard Loss Proceeds			(17)
(18)	Primary Mortgage Insurance / Gov’t Insurance			(18a)
HUD Part A
HUD Part B				(18b)
(19)	Pool Insurance Proceeds			(19)
(20)	Proceeds from Sale of Acquired Property			(20)
(21)	Other (itemize)			(21)
				(21)
	Total Credits		$	(22)
Total Realized Loss (or Amount of Gain)			$	(23)

Escrow Disbursement Detail

Type (Tax /Ins.) Date Paid Period of Coverage Total Paid Base Amount Penalties Interest

Exhibit F

Exhibit D

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

The assessment of compliance to be delivered by [the Servicer] [Name of Subservicer] shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”:

Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
	General Servicing Considerations
1122(d)(1)(i)	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.	X
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.	X
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.	X
	Cash Collection and Administration
1122(d)(2)(i)	Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.	X
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.	X
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.	X
1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.	X
1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.	X
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.	X
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.	X
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.	X
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.	X
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.	X
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	X
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.	X
1122(d)(4)(ii)	Mortgage loan and related documents are safeguarded as required by the transaction agreements	X
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	X
1122(d)(4)(iv)	Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.	X
1122(d)(4)(v)	The Servicer’s records regarding the mortgage loans agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.	X
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor's mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.	X
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.	X
1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).	X
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.	X
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days specified in the transaction agreements.	X
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.	X
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.	X
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.	X
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.	X
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.

Exhibit G

Affiliations

The Company is affiliated with the Master Servicer, Securities Administrator and the Custodian for this transaction.

EXHIBIT J

FORM OF MORTGAGE LOAN PURCHASE AGREEMENT

MORTGAGE LOAN PURCHASE AGREEMENT, dated as of May 31, 2006, as amended and supplemented by any and all amendments hereto (collectively, the “Agreement”), by and between EMC MORTGAGE CORPORATION, a Delaware corporation (the “Mortgage Loan Seller”) and STRUCTURED ASSET MORTGAGE INVESTMENTS II INC., a Delaware corporation (the “Purchaser”).

Upon the terms and subject to the conditions of this Agreement, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, certain conventional, first lien mortgage loans secured primarily by one- to four-family residential properties and individual condominium units (collectively, the “Mortgage Loans”) as described herein. The Purchaser intends to deposit the Mortgage Loans into a trust fund (the “Trust Fund”) and create Bear Stearns ARM Trust 2006-2, Mortgage Pass-Through Certificates, Series 2006-2 (the “Certificates”), under a pooling and servicing agreement, to be dated as of May 1, 2006 (the “Pooling and Servicing Agreement”), among the Purchaser, as depositor, Wells Fargo Bank, N.A., as master servicer and securities administrator, U.S. Bank National Association, as trustee (the “Trustee”) and EMC Mortgage Corporation, as seller.

The Purchaser has filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-3 (Number 333-132232) relating to its Mortgage Pass-Through Certificates and the offering of certain series thereof (including certain classes of the Certificates) from time to time in accordance with Rule 415 under the Securities Act of 1933, as amended, and the rules and regulations of the Commission promulgated thereunder (the “Securities Act”). Such registration statement, when it became effective under the Securities Act, and the prospectus relating to the public offering of certain classes of the Certificates by the Purchaser (the “Public Offering”), as each may be amended or supplemented from time to time pursuant to the Securities Act or otherwise, are referred to herein as the “Registration Statement” and the “Prospectus,” respectively. The “Prospectus Supplement” shall mean that supplement, dated May 26, 2006, to the Prospectus, dated March 28, 2006, relating to certain classes of the Certificates. With respect to the Public Offering of certain classes of the Certificates, the Purchaser and Bear, Stearns & Co. Inc. (“Bear Stearns”) have entered into a terms agreement dated as of May 31, 2006 to an underwriting agreement dated May 12, 2006, between the Purchaser and Bear Stearns (together, the “Underwriting Agreement”).

Now, therefore, in consideration of the premises and the mutual agreements set forth herein, the parties hereto agree as follows:

Definitions. Certain terms are defined herein. Capitalized terms used herein but not defined herein shall have the meanings specified in the Pooling and Servicing Agreement. The following other terms are defined as follows:

Acquisition Price: Cash in an amount equal to $______ (plus $______ in accrued interest).²

Bear Stearns: Bear, Stearns & Co. Inc.

Closing Date: May 31, 2006.

Cut-off Date: May 1, 2006.

Cut-off Date Balance: $[  ].

² Please contact Bear, Stearns & Co. Inc. for Purchase Price.

Deleted Mortgage Loan: A Mortgage Loan replaced or to be replaced by a Substitute Mortgage Loan.

Due Date: With respect to each Mortgage Loan, the date in each month on which its scheduled payment is due if such due date is the first day of a month and otherwise is deemed to be the first day of the following month or such other date specified in the related Servicing Agreement.

Fitch: Fitch, Inc., or its successors in interest.

Master Servicer: Wells Fargo Bank, N.A..

MERS: Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto.

MERS® System: The system of recording transfers of Mortgages electronically maintained by MERS.

Mortgage: The mortgage or deed of trust creating a first lien on an interest in real property securing a Mortgage Note.

Mortgage File: The items referred to in Exhibit 1 pertaining to a particular Mortgage Loan and any additional documents required to be added to such documents pursuant to this Agreement or the Pooling and Servicing Agreement.

Mortgage Interest Rate: The annual rate of interest borne by a Mortgage Note as stated therein.

Mortgagor: The obligor(s) on a Mortgage Note.

Net Rate: For each Mortgage Loan, the Mortgage Interest Rate for such Mortgage Loan less the Servicing Fee Rate and the Lender-Paid PMI Rate (if applicable).

Opinion of Counsel: A written opinion of counsel, who may be counsel for the Mortgage Loan Seller or the Purchaser, reasonably acceptable to the Trustee.

Person: Any legal person, including any individual, corporation, partnership, joint venture, association, joint stock company, trust, unincorporated organization or government or any agency or political subdivision thereof.

Purchase Price: With respect to any Mortgage Loan (or any property acquired with respect thereto) required to be repurchased by the Mortgage Loan Seller pursuant to this Agreement or Article II of the Pooling and Servicing Agreement, an amount equal to the sum of (i)(a) 100% of the Outstanding Principal Balance of such Mortgage Loan as of the date of repurchase (or if the related Mortgaged Property was acquired with respect thereto, 100% of the Outstanding Principal Balance at the date of the acquisition), plus (b) accrued but unpaid interest on the Outstanding Principal Balance at the related Mortgage Interest Rate, through and including the last day of the month of repurchase, plus (c) any unreimbursed Monthly Advances and servicing advances payable to the Servicer of the Mortgage Loan and (ii) any costs and damages (if any) incurred by the Trust in connection with any violation of such Mortgage Loan of any anti-predatory lending laws.

Rating Agencies: Standard & Poor’s and Fitch, each a “Rating Agency.”

Securities Act: The Securities Act of 1933, as amended.

Security Instrument: A written instrument creating a valid first lien on a Mortgaged Property securing a Mortgage Note, which may be any applicable form of mortgage, deed of trust, deed to secure debt or security deed, including any riders or addenda thereto.

Servicing Agreements: Shall have the meaning assigned to such term in the Pooling and Servicing Agreement.

Standard & Poor’s: Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. or its successors in interest.

Substitute Mortgage Loan: A mortgage loan substituted for a Deleted Mortgage Loan which must meet, on the date of such substitution, the requirements stated herein and in the Pooling and Servicing Agreement with respect to such substitution; upon such substitution, such mortgage loan shall be a “Mortgage Loan” hereunder.

Value: The value of the Mortgaged Property at the time of origination of the related Mortgage Loan, such value being the lesser of (i) the value of such property set forth in an appraisal accepted by the applicable originator of the Mortgage Loan or (ii) the sales price of such property at the time of origination.

SECTION 1.Purchase and Sale of the Mortgage Loans and Related Rights.

(a)Upon satisfaction of the conditions set forth in Section 10 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase Mortgage Loans having an aggregate outstanding principal balance as of the Cut-off Date equal to the Cut-off Date Balance.

(b)The closing for the purchase and sale of the Mortgage Loans and the closing for the issuance of the Certificates will take place on the Closing Date at the office of the Purchaser’s counsel in New York, New York or such other place as the parties shall agree.

(c)Upon the satisfaction of the conditions set forth in Section 10 hereof, on the Closing Date, the Purchaser shall pay to the Mortgage Loan Seller the Acquisition Price for the Mortgage Loans in immediately available funds by wire transfer to such account or accounts as shall be designated by the Mortgage Loan Seller.

(d)In addition to the foregoing, on the Closing Date the Mortgage Loan Seller assigns to the Purchaser all of its right, title and interest in the Servicing Agreements (other than its right to enforce the representations and warranties set forth therein).

SECTION 2.Mortgage Loan Schedules.  The Mortgage Loan Seller agrees to provide to the Purchaser as of the date hereof a preliminary listing of the Mortgage Loans (the “Preliminary Mortgage Loan Schedule”) setting forth the information listed on Exhibit 2 to this Agreement with respect to each of the Mortgage Loans being sold by the Mortgage Loan Seller. If there are changes to the Preliminary Mortgage Loan Schedule, the Mortgage Loan Seller shall provide to the Purchaser as of the Closing Date a final schedule (the “Final Mortgage Loan Schedule”) setting forth the information listed on Exhibit 2 to this Agreement with respect to each of the Mortgage Loans being sold by the Mortgage Loan Seller to the Purchaser. The Final Mortgage Loan Schedule shall be delivered to the Purchaser on the Closing Date, shall be attached to an amendment to this Agreement to be executed on the Closing Date by the parties hereto and shall be in form and substance mutually agreed to by the Mortgage Loan Seller and the Purchaser (the “Amendment”). If there are no changes to the Preliminary Mortgage Loan Schedule, the Preliminary Mortgage Loan Schedule shall be the Final Mortgage Loan Schedule for all purposes hereof.

SECTION 3.Mortgage Loan Transfer.

(a)The Purchaser will be entitled to all scheduled payments of principal and interest on the Mortgage Loans due after the Cut-off Date (regardless of when actually collected) and all payments thereon, other than scheduled principal and interest due on or before the Cut-off Date but received after the Cut-off Date. The Mortgage Loan Seller will be entitled to all scheduled payments of principal and interest on the Mortgage Loans due on or before the Cut-off Date (including payments collected after the Cut-off Date) and all payments thereon, other than scheduled principal and interest due after the Cut-off Date but received on or before the Cut-off Date. Such principal amounts and any interest thereon belonging to the Mortgage Loan Seller as described above will not be included in the aggregate outstanding principal balance of the Mortgage Loans as of the Cut-off Date as set forth on the Final Mortgage Loan Schedule.

(b)Pursuant to various conveyance documents to be executed on the Closing Date and pursuant to the Pooling and Servicing Agreement, the Purchaser will assign on the Closing Date all of its right, title and interest in and to the Mortgage Loans to the Trustee for the benefit of the Certificateholders. In connection with the transfer and assignment of the Mortgage Loans, the Mortgage Loan Seller has delivered or will deliver or cause to be delivered to the Trustee by the Closing Date or such later date as is agreed to by the Purchaser and the Mortgage Loan Seller (each of the Closing Date and such later date is referred to as a “Mortgage File Delivery Date”), the items of each Mortgage File, provided, however, that in lieu of the foregoing, the Mortgage Loan Seller may deliver the following documents, under the circumstances set forth below: (i) in lieu of the original Security Instrument, assignments to the Trustee or intervening assignments thereof which have been delivered, are being delivered or will, upon receipt of recording information relating to the Security Instrument required to be included thereon, be delivered to recording offices for recording and have not been returned to the Mortgage Loan Seller in time to permit their delivery as specified above, the Mortgage Loan Seller may deliver a true copy thereof with a certification by the Mortgage Loan Seller, on the face of such copy, substantially as follows: “Certified to be a true and correct copy of the original, which has been transmitted for recording”; (ii) in lieu of the Security Instrument, assignments to the Trustee or intervening assignments thereof, if the applicable jurisdiction retains the originals of such documents (as evidenced by a certification from the Mortgage Loan Seller to such effect) the Mortgage Loan Seller may deliver photocopies of such documents containing an original certification by the judicial or other governmental authority of the jurisdiction where such documents were recorded; (iii) in lieu of the Mortgage Notes relating to the Mortgage Loans, each identified in the list delivered by the Purchaser to the Trustee on the Closing Date and attached hereto as Exhibit 5, the Mortgage Loan Seller may deliver lost note affidavits and indemnities of the Mortgage Loan Seller; and (iv) the Mortgage Loan Seller shall not be required to deliver intervening assignments or Mortgage Note endorsements between the related Underlying Seller and the Mortgage Loan Seller, between the Mortgage Loan Seller and the Depositor, and between the Depositor and the Trustee; and provided further, however, that in the case of Mortgage Loans which have been prepaid in full after the Cut-off Date and prior to the Closing Date, the Mortgage Loan Seller, in lieu of delivering the above documents, may deliver to the Trustee a certification by the Mortgage Loan Seller or the Master Servicer to such effect and shall deposit all amounts paid in respect of such Mortgage Loans in the Master Servicer Collection Account on the Closing Date. The Mortgage Loan Seller shall deliver such original documents (including any original documents as to which certified copies had previously been delivered) or such certified copies to the Trustee promptly after they are received. The Mortgage Loan Seller shall cause the Mortgage and intervening assignments, if any, and the assignment of the Security Instrument to be recorded not later than 180 days after the Closing Date, unless such assignment is not required to be recorded under the terms set forth in Section 6(a) hereof.

(c)In connection with the assignment of any Mortgage Loan registered on the MERS® System, the Mortgage Loan Seller further agrees that it will cause, at the Mortgage Loan Seller’s own expense, within 30 days after the Closing Date, the MERS® System to indicate that such Mortgage Loans have been assigned by the Mortgage Loan Seller to the Purchaser and by the Purchaser 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 Mortgage Loan Seller further agrees that it will not, and will not permit any Servicer or the Master Servicer to alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of the Pooling and Servicing Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of the Pooling and Servicing Agreement.

The Mortgage Loan Seller and the Purchaser acknowledge hereunder that all of the Mortgage Loans and the related servicing will ultimately be assigned to U.S. Bank National Association, as Trustee for the Certificateholders, on the date hereof.

SECTION 4.Examination of Mortgage Files.

(a)On or before the Mortgage File Delivery Date, the Mortgage Loan Seller will have made the Mortgage Files available to the Purchaser or its agent for examination which may be at the offices of the Trustee or the Mortgage Loan Seller and/or the Mortgage Loan Seller’s custodian. The fact that the Purchaser or its agent has conducted or has failed to conduct any partial or complete examination of the Mortgage Files shall not affect the Purchaser’s rights to demand cure, repurchase, substitution or other relief as provided in this Agreement. In furtherance of the foregoing, the Mortgage Loan Seller shall make the Mortgage Files available to the Purchaser or its agent from time to time so as to permit the Purchaser to confirm the Mortgage Loan Seller’s compliance with the delivery and recordation requirements of this Agreement and the Pooling and Servicing Agreement. In addition, upon request of the Purchaser, the Mortgage Loan Seller agrees to provide to the Purchaser, Bear Stearns and to any investors or prospective investors in the Certificates information regarding the Mortgage Loans and their servicing, to make the Mortgage Files available to the Purchaser, Bear Stearns and to such investors or prospective investors (which may be at the offices of the Mortgage Loan Seller and/or the Mortgage Loan Seller’s custodian) and to make available personnel knowledgeable about the Mortgage Loans for discussions with the Purchaser, Bear Stearns and such investors or prospective investors, upon reasonable request during regular business hours, sufficient to permit the Purchaser, Bear Stearns and such investors or potential investors to conduct such due diligence as any such party reasonably believes is appropriate.

(b)Pursuant to the Pooling and Servicing Agreement, on the Closing Date the Custodian, on behalf of the Trustee, for the benefit of the Certificateholders, will acknowledge receipt of each Mortgage Loan, by delivery to the Mortgage Loan Seller, the Purchaser and the Trustee of an initial certification in the form attached as Exhibit One to the Custodial Agreement.

(c)Pursuant to the Pooling and Servicing Agreement, within 90 days of the Closing Date (or, with respect to any Substitute Mortgage Loan, within five business days after the receipt by the Trustee or Custodian thereof), the Trustee will review or shall cause the Custodian to review items of the Mortgage Files as set forth on Exhibit 1 and will deliver to the Mortgage Loan Seller, the Purchaser and the Trustee an interim certification substantially in the form of Exhibit Two to the Custodial Agreement. If the Trustee or Custodian, as its agent, finds any document listed on Exhibit 1 not to have been executed or received, or to be unrelated, determined on the basis of the Mortgagor name, original principal balance and loan number, to the Mortgage Loans identified in the Final Mortgage Loan Schedule or to appear defective on its face (a “Material Defect”), the Trustee or the Custodian, as its agent, shall promptly notify the Mortgage Loan Seller of such Material Defect. The Mortgage Loan Seller shall correct or cure any such Material Defect within 90 days from the date of notice from the Trustee or the Custodian, as its agent, of the Material Defect and if the Mortgage Loan Seller fails to correct or cure such Material Defect within such period and such defect materially and adversely affects the interests of the Certificateholders in the related Mortgage Loan, the Mortgage Loan Seller will, in accordance with the terms of the Pooling and Servicing Agreement, within 90 days of the date of notice, provide the Trustee with a Substitute Mortgage Loan (if within two years of the Closing Date) or purchase the related Mortgage Loan at the applicable Purchase Price; provided that, if such 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, repurchase or substitution must occur within 90 days from the date such breach was discovered; provided,however, that if such defect relates solely to the inability of the Mortgage Loan Seller to deliver the original Security Instrument or intervening assignments thereof, or a certified copy because the originals of such documents, or a certified copy, have not been returned by the applicable jurisdiction, the Mortgage Loan Seller shall not be required to purchase such Mortgage Loan if the Mortgage Loan Seller delivers such original documents or certified copy promptly upon receipt, but in no event later than 360 days after the Closing Date. The foregoing repurchase obligation shall not apply in the event that the Mortgage Loan Seller cannot deliver such original or copy of any document submitted for recording to the appropriate recording office in the applicable jurisdiction because such document has not been returned by such office; provided that the Mortgage Loan Seller shall instead deliver a recording receipt of such recording office or, if such receipt is not available, a certificate confirming that such documents have been accepted for recording, and delivery to the Trustee or the Custodian, as its agent, shall be effected by the Mortgage Loan Seller within thirty days of its receipt of the original recorded document.

(d)Pursuant to the Pooling and Servicing Agreement, within 180 days of the Closing Date (or, with respect to any Substitute Mortgage Loan, within five business days after the receipt by the Trustee or Custodian thereof) the Trustee will review or cause the Custodian to review items of the Mortgage Files as set forth on Exhibit 1 and will deliver to the Mortgage Loan Seller, the Purchaser and the Trustee a final certification substantially in the form of Exhibit Three to the Custodial Agreement. If the Trustee or Custodian, as its agent, finds a Material Defect, the Trustee or the Custodian, as its agent, shall promptly notify the Mortgage Loan Seller of such Material Defect. The Mortgage Loan Seller shall correct or cure any such Material Defect within 90 days from the date of notice from the Trustee or the Custodian, as its agent, of the Material Defect and if the Mortgage Loan Seller fails to correct or cure such Material Defect within such period and such defect materially and adversely affects the interests of the Certificateholders in the related Mortgage Loan, the Mortgage Loan Seller will, in accordance with the terms of the Pooling and Servicing Agreement, within 90 days of the date of notice, provide the Trustee with a Substitute Mortgage Loan (if within two years of the Closing Date) or purchase the related Mortgage Loan at the applicable Purchase Price; provided that, if such 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, repurchase or substitution must occur within 90 days from the date such breach was discovered; provided,however, that if such defect relates solely to the inability of the Mortgage Loan Seller to deliver the original Security Instrument or intervening assignments thereof, or a certified copy because the originals of such documents, or a certified copy, have not been returned by the applicable jurisdiction, the Mortgage Loan Seller shall not be required to purchase such Mortgage Loan if the Mortgage Loan Seller delivers such original documents or certified copy promptly upon receipt, but in no event later than 360 days after the Closing Date. The foregoing repurchase obligation shall not apply in the event that the Mortgage Loan Seller cannot deliver such original or copy of any document submitted for recording to the appropriate recording office in the applicable jurisdiction because such document has not been returned by such office; provided that the Mortgage Loan Seller shall instead deliver a recording receipt of such recording office or, if such receipt is not available, a certificate confirming that such documents have been accepted for recording, and delivery to the Trustee or the Custodian, as its agent, shall be effected by the Mortgage Loan Seller within thirty days of its receipt of the original recorded document.

(e)At the time of any substitution, the Mortgage Loan Seller shall deliver or cause to be delivered the Substitute Mortgage Loan, the related Mortgage File and any other documents and payments required to be delivered in connection with a substitution pursuant to the Pooling and Servicing Agreement. At the time of any purchase or substitution, the Trustee in accordance with the terms of the Pooling and Servicing Agreement shall (i) assign to the Mortgage Loan Seller and cause the Custodian to release the documents (including, but not limited to, the Mortgage, Mortgage Note and other contents of the Mortgage File) in the possession of the Custodian relating to the Deleted Mortgage Loan and (ii) execute and deliver such instruments of transfer or assignment, in each case without recourse, as shall be necessary to vest in the Mortgage Loan Seller title to such Deleted Mortgage Loan.

SECTION 5.Recordation of Assignments of Mortgage.

(a)The Mortgage Loan Seller shall cause each assignment of the Security Instrument from the Mortgage Loan Seller to the Trustee to be recorded not later than 180 days after the Closing Date, unless (a) such recordation is not required by the Rating Agencies or an Opinion of Counsel has been provided to the Trustee (with a copy to the Custodian) which states that the recordation of such assignment is not necessary to protect the interests of the Certificateholders in the related Mortgage Loans or (b) MERS is identified on the Mortgage or on a properly recorded assignment of the Mortgage, as the Mortgagee of record solely as nominee for the Mortgage Loan Seller and its successors and assigns; provided, however, notwithstanding the delivery of any such Opinion of Counsel, each assignment of Mortgage shall be submitted for recording by the Mortgage Loan Seller in the manner described above, at no expense to the Trust Fund or Trustee, upon the earliest to occur of (i) reasonable direction by the Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Trust, (ii) the occurrence of an Event of Default, (iii) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Mortgage Loan Seller and, (iv) the occurrence of a servicing transfer as described in Section 8.02 of the Pooling and Servicing Agreement.

(b)While each such Mortgage or assignment is being recorded, if necessary, the Mortgage Loan Seller shall leave or cause to be left with the Trustee a certified copy of such Mortgage or assignment. All customary recording fees and reasonable expenses relating to the recordation of the assignments of mortgage to the Trustee or the Opinion of Counsel, as the case may be, shall be borne by the Mortgage Loan Seller.

(c)It is the express intent of the parties hereto that the conveyance of the Mortgage Loans by the Mortgage Loan Seller to the Purchaser, as contemplated by this Agreement be, and be treated as, a sale. It is, further, not the intention of the parties that such conveyance be deemed a pledge of the Mortgage Loans by the Mortgage Loan Seller to the Purchaser to secure a debt or other obligation of the Mortgage Loan Seller. However, in the event that, notwithstanding the intent of the parties, the Mortgage Loans are held by a court of competent jurisdiction to continue to be property of the Mortgage Loan Seller, then (i) this Agreement shall also be deemed to be a security agreement within the meaning of Articles 8 and 9 of the applicable Uniform Commercial Code; (ii) the transfer of the Mortgage Loans provided for herein shall be deemed to be a grant by the Mortgage Loan Seller to the Purchaser of a security interest in all of the Mortgage Loan Seller’s right, title and interest in and to the Mortgage Loans and all amounts payable to the holders of the Mortgage Loans in accordance with the terms thereof and all proceeds of the conversion, voluntary or involuntary, of the foregoing into cash, instruments, securities or other property, to the extent the Purchaser would otherwise be entitled to own such Mortgage Loans and proceeds pursuant to Section 4 hereof, including all amounts, other than investment earnings, from time to time held or invested in any accounts created pursuant to the Pooling and Servicing Agreement, whether in the form of cash, instruments, securities or other property; (iii) the possession by the Purchaser or the Trustee of Mortgage Notes and such other items of property as constitute instruments, money, negotiable documents or chattel paper shall be deemed to be “possession by the secured party” for purposes of perfecting the security interest pursuant to Section 9-313 (or comparable provision) of the applicable Uniform Commercial Code; and (iv) 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 Purchaser for the purpose of perfecting such security interest under applicable law. Any assignment of the interest of the Purchaser pursuant to any provision hereof or pursuant to the Pooling and Servicing Agreement shall also be deemed to be an assignment of any security interest created hereby. The Mortgage Loan Seller and the Purchaser shall, to the extent consistent with this Agreement, take such actions as may be reasonably necessary to ensure that, if this Agreement were deemed to create a security interest in the Mortgage Loans, 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 the Pooling and Servicing Agreement.

SECTION 6.Representations and Warranties of Mortgage Loan Seller Concerning the Mortgage Loans. The Mortgage Loan Seller hereby represents and warrants to the Purchaser as of the Closing Date, or such other date as may be specified below with respect to each Mortgage Loan being sold by it, that:

(i)the information set forth in the Mortgage Loan Schedule hereto is true and correct in all material respects;

(ii)immediately prior to the transfer to the Purchaser, the Mortgage Loan Seller was the sole owner of beneficial title and holder of each Mortgage and Mortgage Note relating to the Mortgage Loans and is conveying the same free and clear of any and all liens, claims, encumbrances, participation interests, equities, pledges, charges or security interests of any nature and the Mortgage Loan Seller has full right and authority to sell or assign the same pursuant to this Agreement;

(iii)each Mortgage Loan at the time it was made complied in all material respects with all applicable laws and regulations, including, without limitation, usury, equal credit opportunity, disclosure and recording laws and all applicable predatory, abusive and fair lending laws; and each Mortgage Loan has been serviced in all material respects in accordance with all applicable laws and regulations, including, without limitation, usury, equal credit opportunity, disclosure and recording laws and all applicable anti-predatory lending laws and the terms of the related Mortgage Note, the Mortgage and other loan documents;

(iv)there is no monetary default existing under any Mortgage or the related Mortgage Note and there is no material event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach or event of acceleration; and neither the Mortgage Loan Seller, any of its affiliates nor any servicer of any related Mortgage Loan has taken any action to waive any default, breach or event of acceleration; and no foreclosure action is threatened or has been commenced with respect to the Mortgage Loan;

(v)the terms of the Mortgage Note and the Mortgage have not been impaired, waived, altered or modified in any respect, except by written instruments, (i) if required by law in the jurisdiction where the Mortgaged Property is located, or (ii) to protect the interests of the Trustee on behalf of the Certificateholders;

(vi)no selection procedure reasonably believed by the Mortgage Loan Seller to be adverse to the interests of the Certificateholders was utilized in selecting the Mortgage Loans;

(vii)each Mortgage is a valid and enforceable first lien on the property securing the related Mortgage Note and each Mortgaged Property is owned by the Mortgagor in fee simple (except with respect to common areas in the case of condominiums, PUDs and de minimis PUDs) or by leasehold for a term longer than the term of the related Mortgage, subject only to (i) the lien of current real property taxes and assessments, (ii) covenants, conditions and restrictions, rights of way, easements and other matters of public record as of the date of recording of such Mortgage, such exceptions being acceptable to mortgage lending institutions generally or specifically reflected in the appraisal obtained in connection with the origination of the related Mortgage Loan or referred to in the lender’s title insurance policy delivered to the originator of the related Mortgage Loan and (iii) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by such Mortgage;

(viii)there is no mechanics’ lien or claim for work, labor or material affecting the premises subject to any Mortgage which is or may be a lien prior to, or equal with, the lien of such Mortgage except those which are insured against by the title insurance policy referred to in xiii below;

(ix)there was no delinquent tax or assessment lien against the property subject to any Mortgage, except where such lien was being contested in good faith and a stay had been granted against levying on the property;

(x)there is no valid offset, defense or counterclaim to any Mortgage Note or Mortgage, including the obligation of the Mortgagor to pay the unpaid principal and interest on such Mortgage Note;

(xi)the physical property subject to any Mortgage is free of material damage and is in good repair and there is no proceeding pending or threatened for the total or partial condemnation of any Mortgaged Property;

(xii)the Mortgaged Property and all improvements thereon comply with all requirements of any applicable zoning and subdivision laws and ordinances;

(xiii)a lender’s title insurance policy (on an ALTA or CLTA form) or binder, or other assurance of title customary in the relevant jurisdiction therefor in a form acceptable to Fannie Mae or Freddie Mac, was issued on the date that each Mortgage Loan was created by a title insurance company which, to the best of the Mortgage Loan Seller’s knowledge, was qualified to do business in the jurisdiction where the related Mortgaged Property is located, insuring the Mortgage Loan Seller and its successors and assigns that the Mortgage is a first priority lien on the related Mortgaged Property in the original principal amount of the Mortgage Loan. The Mortgage Loan Seller is the sole insured under such lender’s title insurance policy, and such policy, binder or assurance is valid and remains in full force and effect, and each such policy, binder or assurance shall contain all applicable endorsements including a negative amortization endorsement, if applicable; at the time of origination, each Mortgaged Property was the subject of an appraisal which conformed to the underwriting requirements of the originator of the Mortgage Loan and, the appraisal is in a form acceptable to Fannie Mae or FHLMC;

(xiv)at the time of origination, each Mortgaged Property was the subject of an appraisal which conformed to the underwriting requirements of the originator of the Mortgage Loan and, the appraisal is in a form acceptable to Fannie Mae or FHLMC;

(xv)the improvements on each Mortgaged Property securing a Mortgage Loan are insured (by an insurer which is acceptable to the Mortgage Loan Seller) against loss by fire and such hazards as are covered under a standard extended coverage endorsement in the locale in which the Mortgaged Property is located, in an amount which is not less than the lesser of the maximum insurable value of the improvements securing such Mortgage Loan or the outstanding principal balance of the Mortgage Loan, but in no event in an amount less than an amount that is required to prevent the Mortgagor from being deemed to be a co-insurer thereunder; if the improvement on the Mortgaged Property is a condominium unit, it is included under the coverage afforded by a blanket policy for the condominium project; if upon origination of the related Mortgage Loan, the improvements on the Mortgaged Property were in an area identified as a federally designated flood area, a flood insurance policy is in effect in an amount representing coverage not less than the least of (i) the outstanding principal balance of the Mortgage Loan, (ii) the restorable cost of improvements located on such Mortgaged Property or (iii) the maximum coverage available under federal law; and each Mortgage obligates the Mortgagor thereunder to maintain the insurance referred to above at the Mortgagor’s cost and expense;

(xvi)each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860G-2(a)(1), (2), (4), (5), (6), (7) and (9) without reliance on the provisions of Treasury Regulation Section 1.860G-2(a)(3) or Treasury Regulation Section 1.860G-2(f)(2) or any other provision that would allow a Mortgage Loan to be treated as a “qualified mortgage” notwithstanding its failure to meet the requirements of Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860G-2(a)(1), (2), (4), (5), (6), (7) and (9);

(xvii)none of the Mortgage Loans are (a) loans subject to 12 CFR Part 226.31, 12 CFR Part 226.32 or 12 CFR Part 226.34 of Regulation Z, the regulation implementing TILA, which implements the Home Ownership and Equity Protection Act of 1994, as amended or (b) “high cost home,” “covered” (excluding home loans defined as “covered home loans” in the New Jersey Home Ownership Security Act of 2002 that were originated between November 26, 2003 and July 7, 2004), “high risk home” or “predatory” loans under any applicable state, federal or local law (or a similarly classified loan using different terminology under a law imposing heightened regulatory scrutiny or additional legal liability for residential mortgage loans having high interest rates, points and/or fees);

(xviii)the information set forth in Schedule A of the Prospectus Supplement with respect to the Mortgage Loans is true and correct in all material respects;

(xix)no Mortgage Loan (a) is a “high cost loan” or “covered loan” as applicable (as such terms are defined in the then current Standard & Poor’s LEVELS® Glossary, which is now Version 5.6c, Appendix E, attached hereto as Exhibit 6 or (b) was originated on or after October 1, 2002 through March 6, 2003 and is governed by the Georgia Fair Lending Act;

(xx)each Mortgage Loan was originated in accordance with the underwriting guidelines of the related originator;

(xxi)each original Mortgage has been recorded or is in the process of being recorded in accordance with the requirements of Section 2.01 of the Pooling and Servicing Agreement in the appropriate jurisdictions wherein such recordation is required to perfect the lien thereof for the benefit of the Trust Fund;

(xxii)the related Mortgage File contains each of the documents and instruments listed in Section 2.01 of the Pooling and Servicing Agreement, subject to any exceptions, substitutions and qualifications as are set forth in such Section;

(xxiii)the Mortgage Loans are currently being serviced in accordance with accepted servicing practices;

(xxiv)with respect to each Mortgage Loan that has a prepayment penalty feature, each such prepayment penalty is enforceable and will be enforced by the Mortgage Loan Seller and each prepayment penalty is permitted pursuant to federal, state and local law, provided that (i) no Mortgage Loan will impose a prepayment penalty for a term in excess of five years from the date such Mortgage Loan was originated and (ii) such prepayment penalty is at least equal to the lesser of (A) the maximum amount permitted under applicable law and (B) six months interest at the related Mortgage Interest Rate on the amount prepaid in excess of 20% of the original principal balance of such Mortgage Loan;

(xxv)if any of the Mortgage Loans are secured by a leasehold interest, with respect to each leasehold interest: the use of leasehold estates for residential properties is an accepted practice in the area where the related Mortgaged Property is located; residential property in such area consisting of leasehold estates is readily marketable; the lease is recorded and no party is in any way in breach of any provision of such lease; the leasehold is in full force and effect and is not subject to any prior lien or encumbrance by which the leasehold could be terminated or subject to any charge or penalty; and the remaining term of the lease does not terminate less than ten years after the maturity date of such Mortgage Loan; and

(xxvi)each Mortgage Loan was originated (a) by a savings and loan association, savings bank, commercial bank, credit union, insurance company or similar institution that is supervised and examined by a federal or state authority, (b) by a mortgagee approved by the Secretary of Housing and Urban Development pursuant to Sections 203 and 211 of the National Housing Act, as amended, or (c) by a mortgage broker or correspondent lender in a manner such that the related Mortgage Loan would be regarded for purposes of Section 3(a)(41) of the Securities Exchange Act of 1934, as amended, as having been originated by an entity described in clauses (a) or (b) above.

(a)It is understood and agreed that the representations and warranties set forth in this Section 7 will inure to the benefit of the Purchaser, its successors and assigns, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or assignment of Mortgage or the examination of any Mortgage File. Upon any substitution for a Mortgage Loan, the representations and warranties set forth above shall be deemed to be made by the Mortgage Loan Seller as to any Substitute Mortgage Loan as of the date of substitution.

(b)Upon discovery or receipt of notice by the Mortgage Loan Seller, the Purchaser or the Trustee of a breach of any representation or warranty of the Mortgage Loan Seller set forth in this Section 7 which materially and adversely affects the value of the interests of the Purchaser, the Certificateholders or the Trustee in any of the Mortgage Loans delivered to the Purchaser pursuant to this Agreement, the party discovering or receiving notice of such breach shall give prompt written notice to the others. It is understood and agreed that a breach of any one of the representations contained in clauses (xvii) or (xix)(b) above will be deemed to materially adversely affect the interests of the related Certificateholders. In the case of any such breach of a representation or warranty set forth in this Section 7, within 90 days from the date of discovery by the Mortgage Loan Seller, or the date the Mortgage Loan Seller is notified by the party discovering or receiving notice of such breach (whichever occurs earlier), the Mortgage Loan Seller will (i) cure such breach in all material respects, (ii) purchase the affected Mortgage Loan at the applicable Purchase Price or (iii) if within two years of the Closing Date, substitute a qualifying Substitute Mortgage Loan in exchange for such Mortgage Loan. The obligations of the Mortgage Loan Seller to cure, purchase or substitute a qualifying Substitute Mortgage Loan shall constitute the Purchaser’s, the Trustee’s and the Certificateholder’s sole and exclusive remedy under this Agreement or otherwise respecting a breach of representations or warranties hereunder with respect to the Mortgage Loans, except for the obligation of the Mortgage Loan Seller to indemnify the Purchaser for such breach as set forth in and limited by Section 13 hereof.

(c)Any cause of action against the Mortgage Loan Seller or relating to or arising out of a breach by the Mortgage Loan Seller of any representations and warranties made in this Section 7 shall accrue as to any Mortgage Loan upon (i) discovery of such breach by the Mortgage Loan Seller or notice thereof by the party discovering such breach and (ii) failure by the Mortgage Loan Seller to cure such breach, purchase such Mortgage Loan or substitute a qualifying Substitute Mortgage Loan pursuant to the terms hereof.

SECTION 7.Representations and Warranties Concerning the Mortgage Loan Seller.  As of the date hereof and as of the Closing Date, the Mortgage Loan Seller represents and warrants to the Purchaser as to itself in the capacity indicated as follows:

(i)the Mortgage Loan Seller (i) is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and (ii) is qualified and in good standing to do business in each jurisdiction where such qualification is necessary, except where the failure so to qualify would not reasonably be expected to have a material adverse effect on the Mortgage Loan Seller’s business as presently conducted or on the Mortgage Loan Sellers ability to enter into this Agreement and to consummate the transactions contemplated hereby;

(ii)the Mortgage Loan Seller has full corporate power to own its property, to carry on its business as presently conducted and to enter into and perform its obligations under this Agreement;

(iii)the execution and delivery by the Mortgage Loan Seller of this Agreement have been duly authorized by all necessary action on the part of the Mortgage Loan Seller; and neither the execution and delivery of this Agreement, nor the consummation of the transactions herein contemplated, nor compliance with the provisions hereof, will conflict with or result in a breach of, or constitute a default under, any of the provisions of any law, governmental rule, regulation, judgment, decree or order binding on the Mortgage Loan Seller or its properties or the charter or by-laws of the Mortgage Loan Seller, except those conflicts, breaches or defaults which would not reasonably be expected to have a material adverse effect on the Mortgage Loan Seller’s ability to enter into this Agreement and to consummate the transactions contemplated hereby;

(iv)the execution, delivery and performance by the Mortgage Loan Seller of this Agreement and the consummation of the transactions contemplated hereby do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any state, federal or other governmental authority or agency, except those consents, approvals, notices, registrations or other actions as have already been obtained, given or made and, in connection with the recordation of the Mortgages, powers of attorney or assignments of Mortgages not yet completed;

(v)this Agreement has been duly executed and delivered by the Mortgage Loan Seller and, assuming due authorization, execution and delivery by the Purchaser, constitutes a valid and binding obligation of the Mortgage Loan Seller enforceable against it in accordance with its terms (subject to applicable bankruptcy and insolvency laws and other similar laws affecting the enforcement of the rights of creditors generally);

(vi)there are no actions, suits or proceedings pending or, to the knowledge of the Mortgage Loan Seller, threatened against the Mortgage Loan Seller, before or by any court, administrative agency, arbitrator or governmental body (i) with respect to any of the transactions contemplated by this Agreement or (ii) with respect to any other matter which in the judgment of the Mortgage Loan Seller will be determined adversely to the Mortgage Loan Seller and will if determined adversely to the Mortgage Loan Seller materially and adversely affect the Mortgage Loan Seller’s ability to perform its obligations under this Agreement; and the Mortgage Loan Seller is not in default with respect to any order of any court, administrative agency, arbitrator or governmental body so as to materially and adversely affect the transactions contemplated by this Agreement; and

(vii)the Mortgage Loan Seller’s Information (as defined in Section 13(a) hereof) does not include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

SECTION 8.Representations and Warranties Concerning the Purchaser.  As of the date hereof and as of the Closing Date, the Purchaser represents and warrants to the Mortgage Loan Seller as follows:

(i)the Purchaser (i) is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and (ii) is qualified and in good standing as a foreign corporation to do business in each jurisdiction where such qualification is necessary, except where the failure so to qualify would not reasonably be expected to have a material adverse effect on the Purchaser’s business as presently conducted or on the Purchaser’s ability to enter into this Agreement and to consummate the transactions contemplated hereby;

(ii)the Purchaser has full corporate power to own its property, to carry on its business as presently conducted and to enter into and perform its obligations under this Agreement;

(iii)the execution and delivery by the Purchaser of this Agreement have been duly authorized by all necessary corporate action on the part of the Purchaser; and neither the execution and delivery of this Agreement, nor the consummation of the transactions herein contemplated, nor compliance with the provisions hereof, will conflict with or result in a breach of, or constitute a default under, any of the provisions of any law, governmental rule, regulation, judgment, decree or order binding on the Purchaser or its properties or the articles of incorporation or by-laws of the Purchaser, except those conflicts, breaches or defaults which would not reasonably be expected to have a material adverse effect on the Purchaser’s ability to enter into this Agreement and to consummate the transactions contemplated hereby;

(iv)the execution, delivery and performance by the Purchaser of this Agreement and the consummation of the transactions contemplated hereby do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any state, federal or other governmental authority or agency, except those consents, approvals, notices, registrations or other actions as have already been obtained, given or made;

(v)this Agreement has been duly executed and delivered by the Purchaser and, assuming due authorization, execution and delivery by the Mortgage Loan Seller, constitutes a valid and binding obligation of the Purchaser enforceable against it in accordance with its terms (subject to applicable bankruptcy and insolvency laws and other similar laws affecting the enforcement of the rights of creditors generally);

(vi)there are no actions, suits or proceedings pending or, to the knowledge of the Purchaser, threatened against the Purchaser, before or by any court, administrative agency, arbitrator or governmental body (i) with respect to any of the transactions contemplated by this Agreement or (ii) with respect to any other matter which in the judgment of the Purchaser will be determined adversely to the Purchaser and will if determined adversely to the Purchaser materially and adversely affect the Purchaser’s ability to perform its obligations under this Agreement; and the Purchaser is not in default with respect to any order of any court, administrative agency, arbitrator or governmental body so as to materially and adversely affect the transactions contemplated by this Agreement; and

(vii)the Purchaser’s Information (as defined in Section 13(b) hereof) does not include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

SECTION 9.Conditions to Closing.

(a)The obligations of the Purchaser under this Agreement will be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:

(b)Each of the obligations of the Mortgage Loan Seller required to be performed at or prior to the Closing Date pursuant to the terms of this Agreement shall have been duly performed and complied with in all material respects; all of the representations and warranties of the Mortgage Loan Seller under this Agreement shall be true and correct as of the date or dates specified in all material respects; and no event shall have occurred which, with notice or the passage of time, would constitute a default under this Agreement, or the Pooling and Servicing Agreement; and the Purchaser shall have received certificates to that effect signed by authorized officers of the Mortgage Loan Seller.

(c)The Purchaser shall have received all of the following closing documents, in such forms as are agreed upon and reasonably acceptable to the Purchaser, duly executed by all signatories (other than the Purchaser) as required pursuant to the respective terms thereof:

(i)If required pursuant to Section 3 hereof, the Amendment dated as of the Closing Date and any documents referred to therein;

(ii)If required pursuant to Section 3 hereof, the Final Mortgage Loan Schedule containing the information set forth on Exhibit 2 hereto, one copy to be attached to each counterpart of the Amendment;

(iii)The Pooling and Servicing Agreement, in form and substance reasonably satisfactory to the Trustee and the Purchaser, and all documents required thereby duly executed by all signatories;

(iv)A certificate of an officer of the Mortgage Loan Seller dated as of the Closing Date, in a form reasonably acceptable to the Purchaser, and attached thereto the resolutions of the Mortgage Loan Seller authorizing the transactions contemplated by this Agreement, together with copies of the charter and by-laws of the Mortgage Loan Seller;

(v)One or more opinions of counsel from the Mortgage Loan Seller’s counsel otherwise in form and substance reasonably satisfactory to the Purchaser, the Trustee and each Rating Agency;

(vi)A letter from each of the Rating Agencies giving each Class of Certificates set forth on Schedule A the rating set forth on Schedule A; and

(vii)Such other documents, certificates (including additional representations and warranties) and opinions as may be reasonably necessary to secure the intended ratings from each Rating Agency for the Certificates.

(d)The Certificates to be sold to Bear Stearns pursuant to the Underwriting Agreement and the Purchase Agreement shall have been issued and sold to Bear Stearns.

(e)The Mortgage Loan Seller shall have furnished to the Purchaser such other certificates of its officers or others and such other documents and opinions of counsel to evidence fulfillment of the conditions set forth in this Agreement and the transactions contemplated hereby as the Purchaser and its counsel may reasonably request.

(f)The obligations of the Mortgage Loan Seller under this Agreement shall be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:

(g)The obligations of the Purchaser required to be performed by it on or prior to the Closing Date pursuant to the terms of this Agreement shall have been duly performed and complied with in all material respects, and all of the representations and warranties of the Purchaser under this Agreement shall be true and correct in all material respects as of the date hereof and as of the Closing Date, and no event shall have occurred which would constitute a breach by it of the terms of this Agreement, and the Mortgage Loan Seller shall have received a certificate to that effect signed by an authorized officer of the Purchaser.

(h)The Mortgage Loan Seller shall have received copies of all of the following closing documents, in such forms as are agreed upon and reasonably acceptable to the Mortgage Loan Seller, duly executed by all signatories other than the Mortgage Loan Seller as required pursuant to the respective terms thereof:

(i)If required pursuant to Section 3 hereof, the Amendment dated as of the Closing Date and any documents referred to therein;

(ii)The Pooling and Servicing Agreement, in form and substance reasonably satisfactory to the Mortgage Loan Seller, and all documents required thereby duly executed by all signatories;

(iii)A certificate of an officer of the Purchaser dated as of the Closing Date, in a form reasonably acceptable to the Mortgage Loan Seller, and attached thereto the resolutions of the Purchaser authorizing the transactions contemplated by this Agreement and the Pooling and Servicing Agreement, together with copies of the Purchaser’s articles of incorporation, and evidence as to the good standing of the Purchaser dated as of a recent date;

(iv)One or more opinions of counsel from the Purchaser’s counsel in form and substance reasonably satisfactory to the Mortgage Loan Seller;

(v)Such other documents, certificates (including additional representations and warranties) and opinions as may be reasonably necessary to secure the intended rating from each Rating Agency for the Certificates;

SECTION 10.Fees and Expenses.  Subject to Section 16 hereof, the Mortgage Loan Seller shall pay on the Closing Date or such later date as may be agreed to by the Purchaser (i) the fees and expenses of the Mortgage Loan Seller’s attorneys and the reasonable fees and expenses of the Purchaser’s attorneys, (ii) the fees and expenses of Deloitte & Touche LLP, (iii) the fee for the use of Purchaser’s Registration Statement based on the aggregate original principal amount of the Certificates and the filing fee of the Commission as in effect on the date on which the Registration Statement was declared effective, (iv) the fees and expenses including counsel’s fees and expenses in connection with any “blue sky” and legal investment matters, (v) the fees and expenses of the Trustee which shall include without limitation the fees and expenses of the Trustee (and the fees and disbursements of its counsel) with respect to (A) legal and document review of this Agreement, the Pooling and Servicing Agreement, the Certificates and related agreements, (B) attendance at the Closing and (C) review of the Mortgage Loans to be performed by the Custodian, (vi) the expenses for printing or otherwise reproducing the Certificates, the Prospectus and the Prospectus Supplement, (vii) the fees and expenses of each Rating Agency (both initial and ongoing), (viii) the fees and expenses relating to the preparation and recordation of mortgage assignments (including intervening assignments, if any and if available, to evidence a complete chain of title from the originator to the Trustee) from the Mortgage Loan Seller to the Trustee or the expenses relating to the Opinion of Counsel referred to in Section 6(a) hereof, as the case may be, and (ix) Mortgage File due diligence expenses and other out-of-pocket expenses incurred by the Purchaser in connection with the purchase of the Mortgage Loans and by Bear Stearns in connection with the sale of the Certificates. The Mortgage Loan Seller additionally agrees to pay directly to any third party on a timely basis the fees provided for above which are charged by such third party and which are billed periodically.

SECTION 11.Accountants’ Letters.

(a)Deloitte & Touche LLP will review the characteristics of a sample of the Mortgage Loans described in the Final Mortgage Loan Schedule and will compare those characteristics to the description of the Mortgage Loans contained in the Prospectus Supplement under the captions “Summary of Prospectus Supplement—The Mortgage Loans” and “The Mortgage Pool” and in Schedule A thereto. The Mortgage Loan Seller will cooperate with the Purchaser in making available all information and taking all steps reasonably necessary to permit such accountants to complete the review and to deliver the letters required of them under the Underwriting Agreement. Deloitte & Touche LLP will also confirm certain calculations as set forth under the caption “Yield On The Certificates” in the Prospectus Supplement.

(b)To the extent statistical information with respect to the Master Servicer’s or a Servicer’s servicing portfolio is included in the Prospectus Supplement under the caption “The Master Servicer and the Servicers,” a letter from the certified public accountant for the Master Servicer and such Servicer or Servicers will be delivered to the Purchaser dated the date of the Prospectus Supplement, in the form previously agreed to by the Mortgage Loan Seller and the Purchaser, with respect to such statistical information.

SECTION 12.Indemnification.

(a)The Mortgage Loan Seller shall indemnify and hold harmless the Purchaser and its directors, officers and controlling persons (as defined in Section 15 of the Securities Act) from and against any loss, claim, damage or liability or action in respect thereof, to which they or any of them may become subject, under the Securities Act or otherwise, insofar as such loss, claim, damage, liability or action arises out of, or is based upon (i) any untrue statement of a material fact contained in the Mortgage Loan Seller’s Information as identified in Exhibit 3, the omission to state in the Prospectus Supplement or Prospectus (or any amendment thereof or supplement thereto approved by the Mortgage Loan Seller and in which additional Mortgage Loan Seller’s Information is identified), in reliance upon and in conformity with Mortgage Loan Seller’s Information a material fact required to be stated therein or necessary to make the statements therein in light of the circumstances in which they were made, not misleading, (ii) any representation or warranty assigned or made by the Mortgage Loan Seller in Section 7 or Section 8 hereof being, or alleged to be, untrue or incorrect, or (iii) any failure by the Mortgage Loan Seller to perform its obligations under this Agreement; and the Mortgage Loan Seller shall reimburse the Purchaser and each other indemnified party for any legal and other expenses reasonably incurred by them in connection with investigating or defending or preparing to defend against any such loss, claim, damage, liability or action.

(b)The foregoing indemnity agreement is in addition to any liability which the Mortgage Loan Seller otherwise may have to the Purchaser or any other such indemnified party.

(c)The Purchaser shall indemnify and hold harmless the Mortgage Loan Seller and its respective directors, officers and controlling persons (as defined in Section 15 of the Securities Act) from and against any loss, claim, damage or liability or action in respect thereof, to which they or any of them may become subject, under the Securities Act or otherwise, insofar as such loss, claim, damage, liability or action arises out of, or is based upon (i) any untrue statement of a material fact contained in the Purchaser’s Information as identified in Exhibit 4, the omission to state in the Prospectus Supplement or Prospectus (or any amendment thereof or supplement thereto approved by the Purchaser and in which additional Purchaser’s Information is identified), in reliance upon and in conformity with the Purchaser’s Information, a material fact required to be stated therein or necessary to make the statements therein in light of the circumstances in which they were made, not misleading, (ii) any representation or warranty made by the Purchaser in Section 9 hereof being, or alleged to be, untrue or incorrect, or (iii) any failure by the Purchaser to perform its obligations under this Agreement; and the Purchaser shall reimburse the Mortgage Loan Seller, and each other indemnified party for any legal and other expenses reasonably incurred by them in connection with investigating or defending or preparing to defend any such loss, claim, damage, liability or action. The foregoing indemnity agreement is in addition to any liability which the Purchaser otherwise may have to the Mortgage Loan Seller, or any other such indemnified party,

(d)Promptly after receipt by an indemnified party under subsection (a) or (b) above of notice of the commencement of any action, such indemnified party shall, if a claim in respect thereof is to be made against the indemnifying party under such subsection, notify each party against whom indemnification is to be sought in writing of the commencement thereof (but the failure so to notify an indemnifying party shall not relieve it from any liability which it may have under this Section 13 except to the extent that it has been prejudiced in any material respect by such failure or from any liability which it may have otherwise). In case any such action is brought against any indemnified party, and it notifies an indemnifying party of the commencement thereof, the indemnifying party will be entitled to participate therein and, to the extent it may elect by written notice delivered to the indemnified party promptly (but, in any event, within 30 days) after receiving the aforesaid notice from such indemnified party, to assume the defense thereof with counsel reasonably satisfactory to such indemnified party. Notwithstanding the foregoing, the indemnified party or parties shall have the right to employ its or their own counsel in any such case, but the fees and expenses of such counsel shall be at the expense of such indemnified party or parties unless (i) the employment of such counsel shall have been authorized in writing by one of the indemnifying parties in connection with the defense of such action, (ii) the indemnifying parties shall not have employed counsel to have charge of the defense of such action within a reasonable time after notice of commencement of the action, or (iii) such indemnified party or parties shall have reasonably concluded that there is a conflict of interest between itself or themselves and the indemnifying party in the conduct of the defense of any claim or that the interests of the indemnified party or parties are not substantially co-extensive with those of the indemnifying party (in which case the indemnifying parties shall not have the right to direct the defense of such action on behalf of the indemnified party or parties), in any of which events such fees and expenses shall be borne by the indemnifying parties (provided, however, that the indemnifying party shall be liable only for the fees and expenses of one counsel in addition to one local counsel in the jurisdiction involved. Anything in this subsection to the contrary notwithstanding, an indemnifying party shall not be liable for any settlement or any claim or action effected without its written consent; provided, however, that such consent was not unreasonably withheld.

(e)If the indemnification provided for in paragraphs (a) and (b) of this Section 13 shall for any reason be unavailable to an indemnified party in respect of any loss, claim, damage or liability, or any action in respect thereof, referred to in Section 13, then the indemnifying party shall in lieu of indemnifying the indemnified party contribute to the amount paid or payable by such indemnified party as a result of such loss, claim, damage or liability, or action in respect thereof, in such proportion as shall be appropriate to reflect the relative benefits received by the Mortgage Loan Seller on the one hand and the Purchaser on the other from the purchase and sale of the Mortgage Loans, the offering of the Certificates and the other transactions contemplated hereunder. No person found liable for a fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any person who is not also found liable for such fraudulent misrepresentation.

(f)The parties hereto agree that reliance by an indemnified party on any publicly available information or any information or directions furnished by an indemnifying party shall not constitute negligence, bad faith or willful misconduct by such indemnified party.

SECTION 13.Notices.  All demands, notices and communications hereunder shall be in writing but may be delivered by facsimile transmission subsequently confirmed in writing. Notices to the Mortgage Loan Seller shall be directed to EMC Mortgage Corporation, 2780 Lake Vista Drive, Lewisville, Texas 75067 (Telecopy: (972) 444-2880), Attention: President or General Counsel, and notices to the Purchaser shall be directed to Structured Asset Mortgage Investments II Inc., 383 Madison Avenue, New York, New York 10179 (Telecopy: (212) 272-7206), Attention: Baron Silverstein; or to any other address as may hereafter be furnished by one party to the other party by like notice. Any such demand, notice or communication hereunder shall be deemed to have been received on the date received at the premises of the addressee (as evidenced, in the case of registered or certified mail, by the date noted on the return receipt) provided that it is received on a business day during normal business hours and, if received after normal business hours, then it shall be deemed to be received on the next business day.

SECTION 14.Transfer of Mortgage Loans.  The Purchaser retains the right to assign the Mortgage Loans and any or all of its interest under this Agreement to the Trustee without the consent of the Mortgage Loan Seller, and, upon such assignment, the Trustee shall succeed to the applicable rights and obligations of the Purchaser hereunder; provided, however, the Purchaser shall remain entitled to the benefits set forth in Sections 11, 13 and 17 hereto and as provided in Section 2(a). Notwithstanding the foregoing, the sole and exclusive right and remedy of the Trustee with respect to a breach of representation or warranty of the Mortgage Loan Seller shall be the cure, purchase or substitution obligations of the Mortgage Loan Seller contained in Sections 5 and 7 hereof.

SECTION 15.Termination.  This Agreement may be terminated (a) by the mutual consent of the parties hereto prior to the Closing Date, (b) by the Purchaser, if the conditions to the Purchaser’s obligation to close set forth under Section 10(a) hereof are not fulfilled as and when required to be fulfilled or (c) by the Mortgage Loan Seller, if the conditions to the Mortgage Loan Seller’s obligation to close set forth under Section 10(b) hereof are not fulfilled as and when required to be fulfilled. In the event of termination pursuant to clause (b), the Mortgage Loan Seller shall pay, and in the event of termination pursuant to clause (c), the Purchaser shall pay, all reasonable out-of-pocket expenses incurred by the other in connection with the transactions contemplated by this Agreement. In the event of a termination pursuant to clause (a), each party shall be responsible for its own expenses.

SECTION 16.Representations, Warranties and Agreements to Survive Delivery.  All representations, warranties and agreements contained in this Agreement, or contained in certificates of officers of the Mortgage Loan Seller submitted pursuant hereto, shall remain operative and in full force and effect and shall survive delivery of the Mortgage Loans to the Purchaser (and by the Purchaser to the Trustee). Subsequent to the delivery of the Mortgage Loans to the Purchaser, the Mortgage Loan Seller’s representations and warranties contained herein with respect to the Mortgage Loans shall be deemed to relate to the Mortgage Loans actually delivered to the Purchaser and included in the Final Mortgage Loan Schedule and any Substitute Mortgage Loan and not to those Mortgage Loans deleted from the Preliminary Mortgage Loan Schedule pursuant to Section 3 hereof prior to the Closing.

SECTION 17.Severability.  If any provision of this Agreement shall be prohibited or invalid under applicable law, the Agreement shall be ineffective only to such extent, without invalidating the remainder of this Agreement.

SECTION 18.Counterparts.  This Agreement may be executed in counterparts, each of which will be an original, but which together shall constitute one and the same agreement.

SECTION 19.Amendment.  This Agreement cannot be amended or modified in any manner without the prior written consent of each party.

SECTION 20.GOVERNING LAW.  THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

SECTION 21.Further Assurances.  Each of the parties agrees to execute and deliver such instruments and take such actions as another party may, from time to time, reasonably request in order to effectuate the purpose and to carry out the terms of this Agreement including any amendments hereto which may be required by either Rating Agency.

SECTION 22.Successors and Assigns.

This Agreement shall bind and inure to the benefit of and be enforceable by the Mortgage Loan Seller and the Purchaser and their permitted successors and assigns and, to the extent specified in Section 13 hereof, Bear Stearns, and their directors, officers and controlling persons (within the meaning of federal securities laws). The Mortgage Loan Seller acknowledges and agrees that the Purchaser may assign its rights under this Agreement (including, without limitation, with respect to the Mortgage Loan Seller’s representations and warranties respecting the Mortgage Loans) to the Trustee. Any person into which the Mortgage Loan Seller may be merged or consolidated (or any person resulting from any merger or consolidation involving the Mortgage Loan Seller), any person resulting from a change in form of the Mortgage Loan Seller or any person succeeding to the business of the Mortgage Loan Seller, shall be considered the “successor” of the Mortgage Loan Seller hereunder and shall be considered a party hereto without the execution or filing of any paper or any further act or consent on the part of any party hereto. Except as provided in the two preceding sentences and in Section 15 hereto this Agreement cannot be assigned, pledged or hypothecated by either party hereto without the written consent of the other parties to this Agreement and any such assignment or purported assignment shall be deemed null and void.

SECTION 23.The Mortgage Loan Seller and the Purchaser. The Mortgage Loan Seller and the Purchaser will keep in full effect all rights as are necessary to perform their respective obligations under this Agreement.

SECTION 24.Entire Agreement. This Agreement contains the entire agreement and understanding between the parties with respect to the subject matter hereof, and supersedes all prior and contemporaneous agreements, understandings, inducements and conditions, express or implied, oral or written, of any nature whatsoever with respect to the subject matter hereof.

SECTION 25.No Partnership.  Nothing herein contained shall be deemed or construed to create a partnership or joint venture between the parties hereto.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their respective duly authorized officers as of the date first above written.

EMC MORTGAGE CORPORATION
By:
Name:
Title:
STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
By:
Name:	Baron Silverstein
Title:	Vice President

EXHIBIT 1

CONTENTS OF MORTGAGE FILE

With respect to each Mortgage Loan, the Mortgage File shall include each of the following items, which shall be available for inspection by the Purchaser or its designee, and which shall be delivered to the Purchaser or its designee pursuant to the terms of the Agreement.

Section 4.6.with respect to each Mortgage Loan:

(a)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 a lost note affidavit together with a copy of the related Mortgage Note;

(b)The original Mortgage and, if the related Mortgage Loan is a MOM Loan, noting the presence of the MIN and language indicating that such Mortgage Loan is a MOM Loan, which shall have been recorded (or if the original is not available, a copy), with evidence of such recording indicated thereon (or if the original is not available, a copy), with evidence of such recording indicated thereon (or if the original Security Instrument, assignments to the Trustee or intervening assignments thereof which have been delivered, are being delivered or will, upon receipt of recording information relating to the Security Instrument required to be included thereon, be delivered to recording offices for recording and have not been returned to the Seller in time to permit their recording as specified in Section 2.01(b) of the Pooling and Servicing Agreement, shall be in recordable form);

(c)unless the Mortgage Loan is a MOM Loan, a certified copy of the assignment (which may be in the form of a blanket assignment if permitted in the jurisdiction in which the Mortgaged Property is located) to “U.S. Bank National Association, as Trustee”, with evidence of recording with respect to each Mortgage Loan in the name of the Trustee thereon (or if (A) the original Security Instrument, assignments to the Trustee or intervening assignments thereof which have been delivered, are being delivered or will, upon receipt of recording information relating to the Security Instrument required to be included thereon, be delivered to recording offices for recording and have not been returned to the Seller in time to permit their delivery as specified in Section 2.01(b) of the Pooling and Servicing Agreement, the Seller may deliver a true copy thereof with a certification by the Seller, on the face of such copy, substantially as follows: “Certified to be a true and correct copy of the original, which has been transmitted for recording” or (B) the related Mortgaged Property is located in a state other than Maryland and an Opinion of Counsel has been provided as set forth in Section 2.01(b) of the Pooling and Servicing Agreement, shall be in recordable form);

(d)all intervening assignments of the Security Instrument, if applicable and only to the extent available to the Mortgage Loan Seller with evidence of recording thereon;

(e)the original or a copy of the policy or certificate of primary mortgage guaranty insurance, to the extent available, if any;

(f)the original policy of title insurance or mortgagee’s certificate of title insurance or commitment or binder for title insurance; and

(g)originals of all modification agreements, if applicable and available.

EXHIBIT 2

MORTGAGE LOAN SCHEDULE INFORMATION

The Preliminary and Final Mortgage Loan Schedules shall set forth the following information with respect to each Mortgage Loan:

(a)	the loan number;
(b)	[Reserved];
(c)	the city, state and zip code of the Mortgaged Property;
(d)	the property type;
(e)	the Mortgage Interest Rate;
(f)	the Servicing Fee Rate;
(g)	the Net Rate;
(h)	the original term;
(i)	the maturity date;
(j)	the stated remaining term to maturity;
(k)	the original principal balance;
(1)	the first payment date;
(m)	the principal and interest payment in effect as of the Cut-off Date;
(n)	the unpaid principal balance as of the Cut-off Date;
(o)	the Loan-to-Value Ratio at origination;
(p)	paid-through date;
(q)	the insurer of any Primary Mortgage Insurance Policy;
(r)	the Gross Margin, if applicable;
(s)	the Maximum Lifetime Mortgage Rate, if applicable;
(t)	the Minimum Lifetime Mortgage Rate, if applicable;
(u)	the Periodic Rate Cap, if applicable;
(v)	the number of days delinquent, if any;
(w)	which Mortgage Loans adjust after an initial fixed-rate period of three, five, seven or ten years;
(x)	the Loan Group;
(y)	the Prepayment Charge Loans; and
(z)	the Servicer.

Such schedule also shall set forth for all of the Mortgage Loans, the total number of Mortgage Loans, the total of each of the amounts described under (k) and (n) above, the weighted average by principal balance as of the Cut-off Date of each of the rates described under (e), (f) and (g) above, and the weighted average remaining term to maturity by unpaid principal balance as of the Cut-off Date.

EXHIBIT 3

MORTGAGE LOAN SELLER’S INFORMATION

All information in the Prospectus Supplement described under the following Sections: “SUMMARY OF PROSPECTUS SUPPLEMENT — The Mortgage Loans,” “THE MORTGAGE POOL” and “SCHEDULE A — CERTAIN CHARACTERISTICS OF THE MORTGAGE LOANS.”

EXHIBIT 4

PURCHASER’S INFORMATION

All information in the Prospectus Supplement and the Prospectus, except the Mortgage Loan Seller’s Information.

EXHIBIT 5

SCHEDULE OF LOST NOTES

Available Upon Request

EXHIBIT 6

APPENDIX E - STANDARD & POOR’S ANTI PREDATORY LENDING CATEGORIZATION

REVISED August 1, 2005

Standard & Poor’s has categorized loans governed by anti-predatory lending laws in the Jurisdictions listed below into three categories based upon a combination of factors that include (a) the risk exposure associated with the assignee liability and (b) the tests and thresholds set forth in those laws. Note that certain loans classified by the relevant statute as Covered are included in Standard & Poor’s High Cost Loan Category because they included thresholds and tests that are typical of what is generally considered High Cost by the industry.

STANDARD & POOR’S HIGH COST LOAN CATEGORIZATION

State/Jurisdiction	Name of Anti-Predatory Lending Law/Effective Date	Category under Applicable Anti-Predatory Lending Law
Arkansas	Arkansas Home Loan Protection Act, Ark. Code Ann. §§ 23-53-101 etseq. Effective July 16, 2003	High Cost Home Loan
Cleveland Heights, OH	Ordinance No. 72-2003 (PSH), Mun. Code §§ 757.01 etseq. Effective June 2, 2003	Covered Loan
Colorado	Consumer Equity Protection, Colo. Stat. Ann. §§ 5-3.5-101 etseq. Effective for covered loans offered or entered into on or after January 1, 2003. Other provisions of the Act took effect on June 7, 2002	Covered Loan
Connecticut	Connecticut Abusive Home Loan Lending Practices Act, Conn. Gen. Stat. §§ 36a-746 etseq. Effective October 1, 2001	High Cost Home Loan
District of Columbia	Home Loan Protection Act, D.C. Code §§ 26-1151.01 etseq. Effective for loans closed on or after January 28, 2003	Covered Loan
Florida	Fair Lending Act, Fla. Stat. Ann. §§ 494.0078 etseq. Effective October 2, 2002	High Cost Home Loan
Georgia (Oct. 1, 2002 - Mar. 6, 2003)	Georgia Fair Lending Act, Ga. Code Ann. §§ 7-6A-1 etseq.	High Cost Home Loan
	Effective October 1, 2002 - March 6, 2003
Georgia as amended (Mar. 7, 2003 - current)	Georgia Fair Lending Act, Ga. Code Ann. §§ 7-6A-1 etseq. Effective for loans closed on or after March 7, 2003	High Cost Home Loan
HOEPA Section 32	Home Ownership and Equity Protection Act of 1994, 15 U.S.C. § 1639, 12 C.F.R. §§ 226.32 and 226.34 Effective October 1, 1995, amendments October 1, 2002	High Cost Loan
Illinois	High Risk Home Loan Act, Ill. Comp. Stat. tit. 815, §§ 137/5 etseq. Effective January 1, 2004 (prior to this date, regulations under Residential Mortgage License Act effective from May 14, 2001)	High Risk Home Loan
Kansas	Consumer Credit Code, Kan. Stat. Ann. §§ 16a-1-101 etseq. Sections 16a-1-301 and 16a-3-207 became effective April 14, 1999; Section 16a-3-308a became effective July 1, 1999	High Loan to Value Consumer Loan (id. § 16a-3-207) and;
		High APR Consumer Loan (id. § 16a-3-308a)
Kentucky	2003 KY H.B. 287 - High Cost Home Loan Act, Ky. Rev. Stat. §§ 360.100 etseq. Effective June 24, 2003	High Cost Home Loan
Maine	Truth in Lending, Me. Rev. Stat. tit. 9-A, §§ 8-101 etseq. Effective September 29, 1995 and as amended from time to time	High Rate High Fee Mortgage
Massachusetts	Part 40 and Part 32, 209 C.M.R. §§ 32.00 etseq. and 209 C.M.R. §§ 40.01 etseq.	High Cost Home Loan

STANDARD & POOR’S HIGH COST LOAN CATEGORIZATION

State/Jurisdiction	Name of Anti-Predatory Lending Law/Effective Date	Category under Applicable Anti-Predatory Lending Law
	Effective March 22, 2001 and amended from time to time
Nevada	Assembly Bill No. 284, Nev. Rev. Stat. §§ 598D.010 etseq. Effective October 1, 2003	Home Loan
New Jersey	New Jersey Home Ownership Security Act of 2002, N.J. Rev. Stat. §§ 46:10B-22 etseq. Effective for loans closed on or after November 27, 2003	High Cost Home Loan
New Mexico	Home Loan Protection Act, N.M. Rev. Stat. §§ 58-21A-1 etseq. Effective as of January 1, 2004; Revised as of February 26, 2004	High Cost Home Loan
New York	N.Y. Banking Law Article 6-l Effective for applications made on or after April 1, 2003	High Cost Home Loan
North Carolina	Restrictions and Limitations on High Cost Home Loans, N.C. Gen. Stat. §§ 24-1.1E etseq. Effective July 1, 2000; amended October 1, 2003 (adding open-end lines of credit)	High Cost Home Loan
Ohio	H.B. 386 (codified in various sections of the Ohio Code), Ohio Rev. Code Ann. §§ 1349.25 etseq. Effective May 24, 2002	Covered Loan
Oklahoma	Consumer Credit Code (codified in various sections of Title 14A) Effective July 1, 2000; amended effective January 1, 2004	Subsection 10 Mortgage
South Carolina	South Carolina High Cost and Consumer Home Loans Act, S.C. Code	High Cost Home Loan

STANDARD & POOR’S HIGH COST LOAN CATEGORIZATION

State/Jurisdiction	Name of Anti-Predatory Lending Law/Effective Date	Category under Applicable Anti-Predatory Lending Law
	Ann. §§ 37-23-10 etseq. Effective for loans taken on or after January 1, 2004
West Virginia	West Virginia Residential Mortgage Lender, Broker and Servicer Act, W. Va. Code Ann. §§ 31-17-1 etseq. Effective June 5, 2002	West Virginia Mortgage Loan Act Loan

STANDARD & POOR’S COVERED LOAN CATEGORIZATION

State/Jurisdiction	Name of Anti-Predatory Lending Law/Effective Date	Category under Applicable Anti-Predatory Lending Law
Georgia (Oct. 1, 2002 - Mar. 6, 2003)	Georgia Fair Lending Act, Ga. Code Ann. §§ 7-6A-1 etseq. Effective October 1, 2002 - March 6, 2003	Covered Loan
New Jersey	New Jersey Home Ownership Security Act of 2002, N.J. Rev. Stat. §§ 46:10B-22 etseq. Effective November 27, 2003 - July 5, 2004	Covered Home Loan

STANDARD & POOR’S HOME LOAN CATEGORIZATION

State/Jurisdiction	Name of Anti-Predatory Lending Law/Effective Date	Category under Applicable Anti-Predatory Lending Law
Georgia (Oct. 1, 2002 - Mar. 6, 2003)	Georgia Fair Lending Act, Ga. Code Ann. §§ 7-6A-1 etseq. Effective October 1, 2002 - March 6, 2003	Home Loan
New Jersey	New Jersey Home Ownership Security	Home Loan

STANDARD & POOR’S HOME LOAN CATEGORIZATION

State/Jurisdiction	Name of Anti-Predatory Lending Law/Effective Date	Category under Applicable Anti-Predatory Lending Law
	Act of 2002, N.J. Rev. Stat. §§ 46:10B-22 etseq. Effective for loans closed on or after November 27, 2003
New Mexico	Home Loan Protection Act, N.M. Rev. Stat. §§ 58-21A-1 etseq. Effective as of January 1, 2004; Revised as of February 26, 2004	Home Loan
North Carolina	Restrictions and Limitations on High Cost Home Loans, N.C. Gen. Stat. §§ 24-1.1E etseq. Effective July 1, 2000; amended October 1, 2003 (adding open-end lines of credit)	Consumer Home Loan
South Carolina	South Carolina High Cost and Consumer Home Loans Act, S.C. Code Ann. §§ 37-23-10 etseq. Effective for loans taken on or after January 1, 2004	Consumer Home Loan

SCHEDULE A

REQUIRED RATINGS FOR EACH CLASS OF CERTIFICATES

Public Certificates

Class	S&P	Fitch
Class I-A-1	AAA	AAA
Class I-A-2	AAA	AAA
Class II-A-1	AAA	AAA
Class II-A-2	AAA	AAA
Class II-X	AAA	AAA
Class III-A-1	AAA	AAA
Class III-A-2	AAA	AAA
Class III-A-3	AAA	AAA
Class III-X	AAA	AAA
Class IV-A-1	AAA	AAA
Class IV-A-2	AAA	AAA
Class R-I	AAA	AAA
Class R-II	AAA	AAA
Class R-III	AAA	AAA
Class B-1	NR	AA
Class B-2	NR	A
Class B-3	NR	BBB

None of the above ratings has been lowered since the respective dates of such letters.

Private Certificates

Class	S&P	Fitch
Class B-4	NR	BB
Class B-5	NR	B
Class B-6	NR	NR

None of the above ratings has been lowered since the respective dates of such letters.

SCHEDULE B

MORTGAGE LOAN SCHEDULE

[Provided upon request]

EXHIBIT K

[RESERVED]

EXHIBIT L

[RESERVED]

EXHIBIT M

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

Definitions

Primary Servicer - transaction party having borrower contact

Master Servicer - aggregator of pool assets

Securities Administrator - waterfall calculator

Back-up Servicer - named in the transaction (in the event a Back up Servicer becomes the Primary Servicer, follow Primary Servicer obligations)

Custodian - safe keeper of pool assets

Trustee - fiduciary of the transaction

Note: The definitions above describe the essential function that the party performs, rather than the party’s title. So, for example, in a particular transaction, the trustee may perform the “paying agent” and “securities administrator” functions, while in another transaction, the securities administrator may perform these functions.

Where there are multiple checks for criteria the attesting party will identify in their management assertion that they are attesting only to the portion of the distribution chain they are responsible for in the related transaction agreements.

Key:	X - obligation
	[X] - under consideration for obligation

Reg AB Reference	Servicing Criteria	Primary Servicer	Master Servicer	Securities Admin	Custodian	Trustee (nominal)
	General Servicing Considerations
1122(d)(1)(i)	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.	X	X	X
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.	X	X
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the Pool Assets are maintained.
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.	X	X
	Cash Collection and Administration
1122(d)(2)(i)	Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.	X	X	X
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.	X	X	X
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.	X	X	X
1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of over collateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.	X	X	X
1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.	X	X	X
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.	X		X
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.	X	X	X
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer.	X	X	X
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.	X	X	X
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.	X	X	X
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	X	X	X
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents.	X			X
1122(d)(4)(ii)	Pool assets and related documents are safeguarded as required by the transaction agreements	X			X
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	X		X
1122(d)(4)(iv)	Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents.	X
1122(d)(4)(v)	The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.	X
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor's pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.	X	X
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.	X	X
1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).	X
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents.	X
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements.	X
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.	X
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.	X
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.	X
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.	X	X
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. (In this transaction there is no external enhancement or other support.)	X		X

EXHIBIT N

FORM 10-D, FORM 8-K AND FORM 10-K

REPORTING RESPONSIBILITY

As to each item described below, the entity indicated as the Responsible Party shall be primarily responsible for reporting the information to the party identified as responsible for preparing the Securities Exchange Act Reports pursuant to Section 4.18 of the Pooling and Servicing Agreement.

Under Item 1 of Form 10-D: a) items marked “Monthly Statement to Certificateholders” are required to be included in the periodic Distribution Date statement under Section 6.06, provided by the Securities Administrator based on information received from the party providing such information; and b) items marked “Form 10-D report” are required to be in the Form 10-D report but not the Monthly Statements to Certificateholders, provided by the party indicated. Information under all other Items of Form 10-D is to be included in the Form 10-D report. All such information and any other Items on Form 8-K and Form 10-D set forth in this Exhibit shall be sent to the Securities Administrator and the Depositor.

Form	Item	Description	Servicers	Master Servicer	Securities Administrator	Custodian	Trustee	Depositor	Sponsor
10-D	Must be filed within 15 days of the distribution date for the asset-backed securities.						(nominal)
	1	Distribution and Pool Performance Information
		Item 1121(a) - Distribution and Pool Performance Information
		(1) Any applicable record dates, accrual dates, determination dates for calculating distributions and actual distribution dates for the distribution period.			X (Monthly Statements to Certificateholders)
		(2) Cash flows received and the sources thereof for distributions, fees and expenses.			X (Monthly Statements to Certificateholders)
		(3) Calculated amounts and distribution of the flow of funds for the period itemized by type and priority of payment, including:			X (Monthly Statements to Certificateholders)
		(i) Fees or expenses accrued and paid, with an identification of the general purpose of such fees and the party receiving such fees or expenses.			X (Monthly Statements to Certificateholders)
		(ii) Payments accrued or paid with respect to enhancement or other support identified in Item 1114 of Regulation AB (such as insurance premiums or other enhancement maintenance fees), with an identification of the general purpose of such payments and the party receiving such payments.			X (Monthly Statements to Certificateholders)
		(iii) Principal, interest and other distributions accrued and paid on the asset-backed securities by type and by class or series and any principal or interest shortfalls or carryovers.			X (Monthly Statements to Certificateholders)
		(iv) The amount of excess cash flow or excess spread and the disposition of excess cash flow.			X (Monthly Statements to Certificateholders)
		(4) Beginning and ending principal balances of the asset-backed securities.			X (Monthly Statements to Certificateholders)
		(5) Interest rates applicable to the pool assets and the asset-backed securities, as applicable. Consider providing interest rate information for pool assets in appropriate distributional groups or incremental ranges.			X (Monthly Statements to Certificateholders)
		(6) Beginning and ending balances of transaction accounts, such as reserve accounts, and material account activity during the period.			X (Monthly Statements to Certificateholders)
		(7) Any amounts drawn on any credit enhancement or other support identified in Item 1114 of Regulation AB, as applicable, and the amount of coverage remaining under any such enhancement, if known and applicable.			X (Monthly Statements to Certificateholders)
		(8) Number and amount of pool assets at the beginning and ending of each period, and updated pool composition information, such as weighted average coupon, weighted average remaining term, pool factors and prepayment amounts.			X (Monthly Statements to Certificateholders)			Updated pool composition information fields to be as specified by Depositor from time to time
		(9) Delinquency and loss information for the period.	X	X	X (Monthly Statements to Certificateholders)
		In addition, describe any material changes to the information specified in Item 1100(b)(5) of Regulation AB regarding the pool assets. (methodology)	X
		(10) Information on the amount, terms and general purpose of any advances made or reimbursed during the period, including the general use of funds advanced and the general source of funds for reimbursements.	X	X	X (Monthly Statements to Certificateholders)
		(11) Any material modifications, extensions or waivers to pool asset terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time.	X	X	X (Monthly Statements to Certificateholders)
		(12) Material breaches of pool asset representations or warranties or transaction covenants.	X	X	X (if agreed upon by the parties)			X
		(13) Information on ratio, coverage or other tests used for determining any early amortization, liquidation or other performance trigger and whether the trigger was met.			X (Monthly Statements to Certificateholders)
		(14) Information regarding any new issuance of asset-backed securities backed by the same asset pool,						X
		information regarding any pool asset changes (other than in connection with a pool asset converting into cash in accordance with its terms), such as additions or removals in connection with a prefunding or revolving period and pool asset substitutions and repurchases (and purchase rates, if applicable), and cash flows available for future purchases, such as the balances of any prefunding or revolving accounts, if applicable.	X	X	X			X
		Disclose any material changes in the solicitation, credit-granting, underwriting, origination, acquisition or pool selection criteria or procedures, as applicable, used to originate, acquire or select the new pool assets.						X	X
		Item 1121(b) - Pre-Funding or Revolving Period Information Updated pool information as required under Item 1121(b).						X
	2	Legal Proceedings
		Item 1117 - Legal proceedings pending against the following entities, or their respective property, that is material to Certificateholders, including proceedings known to be contemplated by governmental authorities:
		Sponsor (Seller)							X
		Depositor						X
		Trustee
		Issuing entity						X
		Master Servicer, affiliated Servicer, other Servicer servicing 20% or more of pool assets at time of report, other material servicers	X	X
		Securities Administrator			X
		Originator of 20% or more of pool assets as of the Cut-off Date						X
		Custodian				X
	3	Sales of Securities and Use of Proceeds
		Information from Item 2(a) of Part II of Form 10-Q: With respect to any sale of securities by the sponsor, depositor or issuing entity, that are backed by the same asset pool or are otherwise issued by the issuing entity, whether or not registered, provide the sales and use of proceeds information in Item 701 of Regulation S-K. Pricing information can be omitted if securities were not registered.						X
	4	Defaults Upon Senior Securities
		Information from Item 3 of Part II of Form 10-Q: Report the occurrence of any Event of Default (after expiration of any grace period and provision of any required notice)			X
	5	Submission of Matters to a Vote of Security Holders
		Information from Item 4 of Part II of Form 10-Q			X
	6	Significant Obligors of Pool Assets
		Item 1112(b) -Significant Obligor Financial Information*						X
		*This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Item.
	7	Significant Enhancement Provider Information
		Item 1114(b)(2) - Credit Enhancement Provider Financial Information*
		Determining applicable disclosure threshold			X
		Requesting required financial information or effecting incorporation by reference			X
		Item 1115(b) - Derivative Counterparty Financial Information*
		Determining current maximum probable exposure						X
		Determining current significance percentage			X
		Requesting required financial information or effecting incorporation by reference			X
		*This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Items.
	8	Other Information
		Disclose any information required to be reported on Form 8-K during the period covered by the Form 10-D but not reported	The Responsible Party for the applicable Form 8-K item as indicated below.
	9	Exhibits
		Distribution report			X
		Exhibits required by Item 601 of Regulation S-K, such as material agreements						X
8-K	Must be filed within four business days of an event reportable on Form 8-K.
	1.01	Entry into a Material Definitive Agreement
		Disclosure is required regarding entry into or amendment of any definitive agreement that is material to the securitization, even if depositor is not a party. Examples: servicing agreement, custodial agreement. Note: disclosure not required as to definitive agreements that are fully disclosed in the prospectus	X	X	X			X	X
	1.02	Termination of a Material Definitive Agreement	X	X	X			X	X
		Disclosure is required regarding termination of any definitive agreement that is material to the securitization (other than expiration in accordance with its terms), even if depositor is not a party. Examples: servicing agreement, custodial agreement.
	1.03	Bankruptcy or Receivership
		Disclosure is required regarding the bankruptcy or receivership, if known to the Master Servicer, with respect to any of the following: Sponsor (Seller), Depositor, Master Servicer, affiliated Servicer, other Servicer servicing 20% or more of pool assets at time of report, other material servicers, Certificate Administrator, Trustee, significant obligor, credit enhancer (10% or more), derivatives counterparty, Custodian	X	X	X	X		X	X
	2.04	Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
		Includes an early amortization, performance trigger or other event, including event of default, that would materially alter the payment priority/distribution of cash flows/amortization schedule. Disclosure will be made of events other than waterfall triggers which are disclosed in the Monthly Statement to Certificateholders		X	X
	3.03	Material Modification to Rights of Security Holders
		Disclosure is required of any material modification to documents defining the rights of Certificateholders, including the Pooling and Servicing Agreement			X			X
	5.03	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
		Disclosure is required of any amendment “to the governing documents of the issuing entity”						X
	5.06	Change in Shell Company Status
		[Not applicable to ABS issuers]						X
	6.01	ABS Informational and Computational Material
		[Not included in reports to be filed under Section 3.18]						X
	6.02	Change of Servicer or Trustee
		Requires disclosure of any removal, replacement, substitution or addition of any master servicer, affiliated servicer, other servicer servicing 10% or more of pool assets at time of report, other material servicers, certificate administrator or trustee.	X	X	X			X
		Reg AB disclosure about any new servicer is also required.	X
		Reg AB disclosure about any new trustee is also required.					X (to the extent of a new trustee)
		Reg AB disclosure about any new securities administrator is also required.			X
	6.03	Change in Credit Enhancement or Other External Support [In this transaction there is no external enhancement or other support.]
		Covers termination of any enhancement in manner other than by its terms, the addition of an enhancement, or a material change in the enhancement provided. Applies to external credit enhancements as well as derivatives.			X			X
		Reg AB disclosure about any new enhancement provider is also required.			X			X
	6.04	Failure to Make a Required Distribution			X
	6.05	Securities Act Updating Disclosure
		If any material pool characteristic differs by 5% or more at the time of issuance of the securities from the description in the final prospectus, provide updated Reg AB disclosure about the actual asset pool.						X
		If there are any new servicers or originators required to be disclosed under Regulation AB as a result of the foregoing, provide the information called for in Items 1108 and 1110 respectively.						X
	7.01	Regulation FD Disclosure	X	X	X	X		X
	8.01	Other Events
		Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to security holders.						X
	9.01	Financial Statements and Exhibits	The Responsible Party applicable to reportable event.
10-K	Must be filed within 90 days of the fiscal year end for the registrant.
	9B	Other Information
		Disclose any information required to be reported on Form 8-K during the fourth quarter covered by the Form 10-K but not reported	The Responsible Party for the applicable Form 8-K item as indicated above.
	15	Exhibits and Financial Statement Schedules
		Item 1112(b) -Significant Obligor Financial Information						X
		Item 1114(b)(2) - Credit Enhancement Provider Financial Information
		Determining applicable disclosure threshold			X
		Requesting required financial information or effecting incorporation by reference			X
		Item 1115(b) - Derivative Counterparty Financial Information
		Determining current maximum probable exposure						X
		Determining current significance percentage			X
		Requesting required financial information or effecting incorporation by reference			X
		Item 1117 - Legal proceedings pending against the following entities, or their respective property, that is material to Certificateholders, including proceedings known to be contemplated by governmental authorities:
		Sponsor (Seller)							X
		Depositor						X
		Trustee
		Issuing entity						X
		Master Servicer, affiliated Servicer, other Servicer servicing 20% or more of pool assets at time of report, other material servicers	X	X
		Securities Administrator			X
		Originator of 20% or more of pool assets as of the Cut-off Date						X
		Custodian				X
		Item 1119 - Affiliations and relationships between the following entities, or their respective affiliates, that are material to Certificateholders:
		Sponsor (Seller)							X
		Depositor						X
		Trustee
		Master Servicer, affiliated Servicer, other Servicer servicing 20% or more of pool assets at time of report, other material servicers	X	X
		Securities Administrator			X
		Originator						X
		Custodian				X
		Credit Enhancer/Support Provider						X
		Significant Obligor						X
		Item 1122 - Assessment of Compliance with Servicing Criteria	X	X	X	X
		Item 1123 - Servicer Compliance Statement	X	X

EXHIBIT O

Additional Disclosure Notification

Wells Fargo Bank, N.A. as [Securities Administrator]

Old Annapolis Road

Columbia, Maryland 21045

Fax: (410) 715-2380

E-mail: cts.sec.notifications@wellsfargo.com

Attn: Corporate Trust Services - BSARM 2006-2-SEC REPORT PROCESSING

RE: **Additional Form [ ] Disclosure**Required

Ladies and Gentlemen:

In accordance with Section 4.18 of the Pooling and Servicing Agreement, dated as of May 1, 2006, among Structured Asset Mortgage Investments II Inc., a Delaware corporation, as depositor (the “Depositor”), U.S. Bank National Association, a national banking association, as trustee (the “Trustee”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”), and EMC Mortgage Corporation, as seller (in such capacity, the “Seller”). The undersigned hereby notifies you that certain events have come to our attention that [will][may] need to be disclosed on Form [ ].

Description of Additional Form [ ] Disclosure:

List of Any Attachments hereto to be included in the Additional Form [  ] Disclosure:

Any inquiries related to this notification should be directed to [  ], phone number: [  ]; email address: [  ].

[NAME OF PARTY]

as [role]

By:

Name:

Title: